Alien Force Unite!
by Vgn Golley
Summary: What will happen if instead of Alan giving off the GPS signal, it was a young runaway that is more than what she seems? Follow the adventures of Vanessa Cunningham, her little sister Sabrina, her new boyfriend Ben, and her new friends Gwen and Kevin as they go on an action-packed adventure to stop the Highbreed Invasion!
1. Everbody Talks About the Weather

**Hey, guys, this is Vgn Golley, and welcome to the reboot of my old story Ben 10 Alien Force: The Alternate Universe! Let's see if you guys like the new version, and hopefully its not as bad as the old one...anyway, I don't own anything except for my OC'S**

**NOW LET'S GET ON WITH THE STORY!**

{Episode 1: Everybody always talks about bad weather/Meeting some new friends!}

A farmer wiped the sweat from his forehead as he worked vigorously on his crops. Besides the blazing sun, everything was starting to be a pretty average day for the old farmer…until he saw a giant fireball flying pass him at unfadable speeds! The farmer was confused as he saw it crash against the cornfields a few times, before flying off into the horizon.

"Huh? The heat must be getting to me." The farmer said as he continued working, not noticing a couple of police officers appearing on the cornfield.

"There she goes!" One officer screamed as the other pulled out a walkie-talkie.

"Suspect is heading west to the back 40 of the Douglas farm."

"_Copy that."_

"You got that truck ready?"

"_It'll be ready before she gets here, Sheriff Mason. She will not be getting away this time!" _He says, before being cut off as Sheriff Mason glared at the giant fireball in the sky.

Speaking off, we see the giant fireball escaping the officers by flying in a zig-zag position, which worked for the most part, but in the process, it accidentally collided with a scarecrow and crashed on the floor.

"Ugh, did anybody have a number for that bus?" The giant fireball said, but it turns out that it wasn't a fireball after all!

Instead, it turns out to be a humanoid-being made of red fire with red stones covering its entire body, and it has blazing red hair. The fire-being is a girl judging by the fact that her body was leaner, her forearms were skinny, her chest was more outward, and her face was long and curvy. But the most unusual feature was that she had a purple hourglass symbol above her chest and that there was a noticeable crack on her left eye.

"Why did I use Wildfire? Flying as Coldphase would've been much easier." The fire-being grumbles while rubbing her head.

"There she is!"

Wildfire cursed under her breath as Sheriff Manson, and his subordinates surrendered her.

"P-Please leave me alone! I don't want to hurt you guys!" Wildfire says with a nervous tone as the cops aimed their guns at her.

"Lucky us!" The sheriff smirks before turning to his subordinates. "FIRE!" He says as they begin to open fire.

"Ow! Ow! Stop! Quit it!"

The bullets weren't necessarily hurting her per se, but it doesn't mean that feeling tiny pieces of metal hitting against her chest was a pleasant feeling. Growling, Vanessa slammed her hand against the hourglass symbol, and a flash of purple light occurred. The officer's ceased fire as the flash blinded them, and once it disappeared, the cops were surprised to see a small white creature about the size of a child glaring at them with an annoyed look.

The creature appears to be wearing a white containment suit with purple circled-shaped indents on the back of her hands, a curved figure, an MP3-like device on her back, and her legs had cassette tapes. The creature has a purple eye with the other one being completely grey, the inside of her mouth was purple, and she has a purple hourglass symbol on her forehead.

**"Sound Wave!"**

She screamed as the cops took a few steps back, but the sheriff wasn't intimated as he pointed his gun at her.

"Change back now!" He screams as the sonorosian stood her ground, and glared at him defiantly.

"Leave me alone!"

Unleashing all of her pent up anger, Sound Wave slammed her fists into the ground and sent out a powerful shockwave that knocked all of the police officers out and destroyed their vehicles. Sheriff Mason groaned in pain as he sat up from the ground with his ears bleeding as he surveyed the damaged that Sound Wave caused.

"Sheesh."

"If you know what's good for you then I suggest that you-"

She says before being cut off as a police car appeared out of nowhere, and rammed into her. Sound Wave yelps as she was sent flying into the air, and crashed against a barn. Moaning in pain, Sound Wave fell on the ground and lost consciousness as a purple flash occurred.

Once the glow died down, we see a 15-year-old girl with baby blue eyes, a few freckles on her cheeks, pale skin, and short curly blue hair. The girl wears a black t-shirt with a purple hoodie, skinny black jeans, and white sneakers. But the most unusual traits about her was that she had a large scar on her left eye, and a very big wristwatch latched onto her right hand. The wristwatch was primarily purple/black with a black dial in the middle which has a purple hourglass symbol shape on it, and purple buttons on each side.

Sheriff Mason shook his head in disappointment as he grabbed the unconscious girl from the ground, and placed her in his truck. Not noticing a pair of eyes staring at him from the cornfields as he drove off.

* * *

We then cut to the police station where we see Sheriff Mason handcuffing the now conscious 15-year-old girl, who struggled in his grasp as he finished putting on the handcuffs.

"This so unfair! Why am I in jail? I haven't done anything!" The sheriff ignores her rambling as he pushes her into an empty jail cell and locked it.

"We need to talk, Vanessa. Over the past few weeks, we've been getting multiple reports all over Grover's Mill. Cornfields being burned down, water towers getting frozen, the list goes on."

"And what does that have to do with me?"

"Don't play with me, Cunningham! We all know that it was you who committed those crimes!" He yells as Vanessa shrinks back before straighten it up as she glared at the older man.

"I didn't do it!"

"Oh? Are there any other teenager that can turn into monsters, I don't know about?" He asked sarcastically.

"They are not monsters! They're-"

"They're what?" He asked while giving her harsh glare as Vanessa flinched, and looks away. "You don't want to talk?" Sheriff Mason says, before sighing as he made his way towards the doors. "You leave me no choice, Cunningham. I'm calling the judge to see what to do with you, and I'm calling child services to collect your sister." Vanessa's eyes widen as she turned to the sheriff and glared at him venomously.

"Leave her out of this!" Vanessa yells as she slammed her fists on the bars. The sheriff wasn't intimated in the slightest by her little stunt.

"Sabrina needs to find a good home if her big sister is going to jail, speaking off which you're going to tell me where she is."

"I-I don't know," Vanessa says as she sighs, and sits down on the bed. "After you guys started chasing us, we got separated, so I don't know where she went." She answered truthfully as the sheriff rubbed his temples.

"Fine, we'll look for her." He says as he was about to walk out but stopped as he glanced at her at the young girl. "I'm not doing this to hurt you or your family, Vanessa. I'm doing this to protect you before you do something stupid with that watch." He says before leaving as Vanessa started crying.

"Goddammit, why can't things go right for once? Why the universe does hate me so much!" Vanessa sobs as she looked down at the watch and glares at it. "This is all your fault! If I haven't found you then me, and Sabrina don't have to sleep on the streets, my mom will still be alive, and dad wouldn't have-" Vanessa stopped ranting as dark memories started appearing on her head, making her cry even more as she curled up into a ball, and slowly went to sleep...not noticing her watch beeping.

* * *

Meanwhile elsewhere we see a couple of teenagers driving down the highway on a green car with black stripes.

"Can't this go any faster?" A teenage boy asked impatiently.

The teenager is a 15-year-old boy with short brown hair and green eyes. He wears a green jacket with white stripes and the number 10 on it, a black shirt, blue jeans, and white converse-style shoes. But the most unusual trait about him was the small wristband that he was wearing on his wrist. The wristband was primarily green and black with a black dial in the middle which has a green hourglass symbol shape on it.

"Yes." Another teenager said monotonously as he went back to driving.

The driver is a 16-year-old boy with long black hair in the style of a choppy mullet, brown eyes, and pale skin. He wears a long-sleeve green jacket, blue pants, and black combat shoes. He is also quite tall and more muscular compared to the other two teenagers.

"…Were still going the same speed, Kevin." He said, noticing that the car wasn't going any faster.

"It's called a speed limit, Ben. The fastest were going tonight."

"But you said-"

"I said I could, not would," Kevin says with a smirk as Ben groans and slumps in his seat.

"My mom is going to kill me if I'm late getting home again."

"Huh? If she grounds you, then it will be just me and Gwen…tough break." He grins as Gwen rolled her eyes.

Gwen is a 15-year-old girl with long red hair that goes down to her waist and green eyes. She wears a white shirt under a dark blue sweater, black stockings under a black mini skirt, and black high heels.

"You think I'll go with you if Ben wasn't here?"

"Yeah, I got roguish charm." He says just as a beeping sound occurred.

"Phone call for Mr. Roguish Charm," Gwen smirks.

"I don't have a cell," Kevin says as Gwen reaches over to his pockets.

"Bet it's one of your many girlfriends." She says as she pulled out Kevin's plumber badge. "Hey, that's your plumber badge. What's it doing?" Kevin shrugs.

"Don't know. New to me." The plumber's badge stopped beeping as it popped out a holographic map.

"Whoa!" They said, surprised by what they have seen as they leaned in closer.

"It looks like some kind of map," Ben says before noticing that the red dot was moving closer to a white dot. "I bet it's a GPS for badges,"

"So, why is one of them flashing?" Gwen asked.

"It's got to be a message from Grandpa Max. He's telling us where he is."

"You think?" Gwen asked as Kevin tightened his grip on the steering wheel.

"Okay, _that's_ worth breaking some traffic laws," Kevin says with a grin as he did a U-turn and drove straight towards where the signal was coming from which just so happens to be in Grover's Mill.

* * *

A small figure silently sneaked into the police station as it tiptoed past the sleeping guard, but not before stealing his jail keys from his belt as it made its way to the holding cells.

"Come on, come on, if I can just reach..." The now woken up Vanessa says as she tries to reach for her watch, but the handcuffs make it near-impossible to do so. "Oh, forget it!" Vanessa says while sitting on the floor as she rested her head on her knees. "What am I going to do? Without the Zennatrix I can't break out of these cuffs, so how am I going to escape?"

"How about a little help from your favorite sister?" A young voice said as Vanessa's eyes widen in disbelief.

Standing outside of her jail cell was a 9-year-old girl with long blue hair styled in the form of pigtails, green eyes, a few freckles on her cheeks, and pale skin. She wears red overalls with a bubblegum pink t-shirt underneath, and light red shoes.

"Sabrina! Where were you? And how did you get here?" She asked as Sabrina smirked.

"Well, after we got separated, I saw you getting captured by Sheriff Mason. So, I followed after him, and waited until he left to bust you out." She says before pulling out the jail keys. "I also managed to steal this." She says as Vanessa smiled.

"Good job, Sabrina!" Sabrina beams as she opens Vanessa's cell, and hugs her sister. "I was so worried about you."

"Me too."

"They said that they wanted to take you away from me, but don't worry, I will _never_ let that happen. Now, come on, unlock these cuffs so we can escape." She says before noticing that Sabrina was looking down sheepishly. "You didn't grab the keys for my handcuffs, did you?" Sabrina nodded nervously. "That's okay. Just activate the watch and select Coldphase for me."

Sabrina nodded as she touched the buttons on the side, and a black dial popped out. Showing black silhouettes of multiple creatures as Sabrina scrolled through the list, and found the right one as she slammed her hand on the watch. A purple flash appeared as Sabrina took a few steps back and watched in awe as her sister transformed before her very eyes.

Vanessa was now a humanoid moth-like creature that has four purple wings, and an antenna that can be folded up into a hooded robe, giving her a phantom-like appearance. She has a black body with purple patches on her arms, shoulders, legs, the back of her wings, and the back of her head that resembles ice chunks. Each patch as a thick purple outline, except for the ones on her wings which are outlined in black. There is also a black line that runs on the edge of the outer margin on the back of each wing.

On her torso are three plates. One resembling the chest, a shorter plate under the chest, and one resembling the stomach. On her face are purples cheeks and underjaw, a mouth that always shows purplish-white teeth, her right eye was pink with dark pink spots while the left one was completely black with a small crack going down the middle.

The top of her head also sports a purple Y-shaped marking that extends over her scalp. She has three pointed fingers and a thumb on each hand, and two toes on each foot and a third toe-like extension on her ankles. She also has a purple hourglass symbol on her chest.

**"Coldphase!"**

Vanessa went intangible as the cuffs slipped passed her hands, and fell on the floor, making a loud sound. The sleeping officer was startled awake by the noise as he saw Vanessa grabbing Sabrina, and phased through the wall.

"...I am so fired." He says with a nervous tone as he took out his walkie-talkie and ran outside. Ten minutes later, we see Ben and his friends getting out of Kevin's car as they arrived at the police station.

"Grandpa Max was here?" Gwen asked as Kevin shook his head.

"Was here anyway. The white dot disappeared all of a sudden, but luckily, we were close enough to know where it was coming from."

"Maybe he is still here? Maybe the person who captured him found out that he was sending out a distress signal, and shut it off." Ben says as he looked at the police station with fierce determination. "Come on, let's go."

"Wait," Kevin says, stopping Ben in his tracks as he took off his jacket, revealing that he was wearing a tight black t-shirt over a grey long sleeve shirt underneath. "Let me dump the jacket first. It must be 90 degrees out here." He says while tossing his jacket into the car as Ben smirked.

"That's what you get, trying to look cool all the time." Kevin scowled at him but said nothing as he and the others walked into the empty police station.

"Hello? Anybody here?" Ben asked, but all he got was silence as the team was about to search around when suddenly an explosion occurred.

"What was that?!" Gwen asked as the team went to investigate.

"Got to run! Got to run! Got to run!" Vanessa chanted as she ran across the cornfields while holding hands with Sabrina.

"I don't...think I can...run anymore," Sabrina says out of breath as they made it to a clearing. "Did...we...lose them?"

"The trail ends here!" Sheriff Mason's voice rang out.

"Nope," Vanessa answered shortly as she looked around and saw a tractor a few feet ahead of them. "Hide!" She commanded as they ran over to the tractor, and Sabrina crawled under it.

"What about you? You're too big to fit under here." She says as Vanessa smirks.

"Maybe I am, but..." She says before slamming her watch as a purple light occurred.

Once it disappeared we see a 6-inch bipedal grey frog-like creature with sharp teeth, sideway eyes with one being purple and the other completely black, small thin tendrils on top of her head, and short curly blue hair. She wears a purple jumpsuit with a black stripe going down the middle, a red belt, and has a purple hourglass symbol on her back.

"...Mindquake isn't!"

Vanessa quickly hid under the tractor just as the police officers appeared. Sabrina grabbed Mindqauke, and hugged her tightly, but not enough to suffocate her, as they saw the police officers walked by before disappearing into the cornfields.

The girls sighed in relief as Mindquake leaped out of her sister's arms, and looked around to make sure the coast is clear, before giving her sister a thumbs up. Sabrina nodded as the girls got out of their hiding place and were about to make a break for it when suddenly a shining light fell on them.

"I found her!" A female police officer says as multiple police officers appeared out of the cornfields, and surrounded the girls.

"I didn't commit those crimes! Whoever did it is framing me! You have to listen to me!" Mindquake says trying to convince the officers, but they ignored her.

"It doesn't work that way, kid. Why don't you, and Sabrina come quietly and-" He says as he slowly pulled out his gun, but Vanessa saw this and blasted it away with a small energy blast. "THAT'S IT! GRAB THEM!" He screams as they all charged at the frightened girls. Sabrina shrieked as Vanessa's eyes widen in fear, and her whole body started glowing red.

"STAY BACK!" She screams as she released a giant energy wave that blasted everyone, minus Sabrina, away. Once she calmed down, the young teen started feeling guilty as she saw the entire police squad sprawled across the dirt either in pain or unconscious.

"S-Sis?" Sabrina's voice snapped Vanessa out of her thoughts as she looked up to her. "Are they going to be okay?" She asked as her older sister sighed.

"I think so. Come on, let's get out of here before something bad happens." She says just as a pink wall appeared in front of them. "I spoke too soon," Mindquake says as the girls turned around, and saw Ben and his team glaring at them.

"The guy-I mean girl looks like Grey Matter," Kevin says.

"I noticed," Ben responded sarcastically.

"How can you tell it's a girl?" Gwen asked as Kevin points at Mindquake's hair.

"Only female galvans can grow hair. Although I don't know why she has blue hair?"

"Or why she can shoot energy beams," Ben says getting the small alien's attention as she looked at him, before looking away as she blushed. Seeing this, Kevin smirked.

"Looks like she likes you, Romeo." He teased as Ben gave him a questionable look. "Want me to beat her up? It'll be like old times." Ben rolls his eyes.

"Thanks, anyway. I will deal with the Grey Matter wannabe you guys deal with the kid." Ben says, bringing out his watch as a hologram of a strange winged creature popped out. The girls stared at him confusedly as he slammed his hand on his watch, and a flash of green light appeared.

"What the?" The sisters were dumbfounded as they watched Ben transform into one his new alien forms called...

**"Jetray!" **Ben says as he flew up in the air, and did a few loop-de-loops.

"Okay, what just happened?" Sabrina asked as Vanessa stared up to the sky in shock and awe.

"He's just like me! But how?!"

Vanessa didn't have any time to think as Jetray flew in to grab her, but she managed to push him back with an energy wave. Once he was at a safe distance, Vanessa slammed her hand on the hourglass symbol and transformed into...

**"Wildfire!" **She yells before grunting as she was tackled in the air by Ben.

"Vanessa!" Sabrina screams as she tried to chase after her sister, but Kevin grabbed her.

"Easy there, brat. Don't make me hurt you." He says as Sabrina gave him a deadpanned look, and kicks him in between his legs. Kevin whimpered in pain while letting go of Sabrina as she tried to escape again, but a glowing tentacle wrapped around her waist and lifted her in the air.

"Yeah, sorry that's not going to work on me," Gwen says before giving the young girl a soft look. "Calm down, sweetheart. We aren't going to hurt you."

"Speak for yourself," Kevin grumbles, but Gwen shut him up with a glare.

"Let me go!"

"We will if you tell us what's going on here," Gwen says as Sabrina continued squirming, before stopping as she realized she wasn't going anywhere, and she pouted.

"Get off me, you creep!" After recovering from the surprise attack, Vanessa managed to grab Jetray by his horns and pushed him off her.

"You're just like me." He says, unable to believe that someone can change forms as he can. Vanessa ignored him as she propelled herself into the air and flew past him. "Hey, wait! Come back!" Jetray screams as he took off and instantly appeared in front of her.

Vanessa was astounded on fast the red alien was, but she quickly gathers her wits and forms a small fireball in her hands. Jetray tensed as he prepared himself to dodge it, but was surprised to see the fireball change its color from red to green as she then chucks it at him.

"Whoa!" Jetray says before dodging the flaming projectile. "Didn't know Heatblast flames can change colors."

Vanessa grunted as her flames turned from orange to green, and she propelled herself into the air again at much faster speeds than before and nearly knocked Ben out of the sky.

"Hey, watch it!"

Her response was sticking out her tongue as she winked at him and flew above the clouds. Blushing, Ben flew after her as his eyes glowed green, but he stopped mid-flight as he saw Vanessa suddenly losing control of her flames, and she started free-falling into the Earth.

"Shit!" Ben says as he increased his speed, and reach out to grab her, but was stunned to see Vanessa smirking at him as she flared up her body and flew up again, nearly hitting Ben in the process. "Oh, she's good." Vanessa then shoots a pyro blast at him, but he retaliated by shooting laser beams out of his eyes before shooting her down with his tail. "But not as good as me." Jetray finishes as he watched the female pyronite crashed into the ground, making a large crater.

"Ugh, I don't feel so hot." Wildfire mumbles as she laughed weakly at her pun.

"Had enough?" Ben asked while landing on the ground as he morphed back into his human form. Vanessa nodded as she got up from the crater. "There is an old guy who's been chasing you, probably wearing a Hawaiian shirt. Where is he?"

"I have no idea what you are talking about, dude." She says as Ben got angry, and marches up to her.

"MY GRANDFATHER! WHERE IS HE!?" He yells as Vanessa flinched, before glaring at the boy as she placed her hands on her hips.

"I said, I don't know! Why would I care about your stupid grandpa when I have my own problems to deal with?" Wildfire asks while flaring up a bit as Ben took a few steps back.

"Fine. If you don't know where my grandpa is, then tell me how did you change from Grey Matter to Heatblast?" Ben asked as Vanessa glares at him stubbornly.

"Okay, one their names are Mindquake, and Wildfire. And, two its none of your business!" The young girl says as she butted heads with Ben.

"It _is_ my business when some wannabe poser copies me."

"I copied you!? It's you who are copying me, pretty boy!"

"What did you call me!?" Ben asks as they growled at each other.

"FREEZE!"

The young shape-shifters were startled by the shout as Sheriff Mason, and his deputies cornered them.

"It's bad enough that you brought in your little sister into your crimes, but now you brought in your little boyfriend too?" Sheriff Mason says as the teens blushed in embarrassment. "Hands where I can see them!"

"What do we do?" Vanessa asked timidly as Ben bolted into the forest.

"RUN!" He screams as Vanessa followed after him. After a few minutes of running, Ben noticed that it was getting hotter for some reason as he looked back, and saw Wildfire running behind him. "Stop following me! How am I supposed to hide with you around? You glow in the dark!" He yells as Vanessa glares at him.

"You told me to run, so I ran."

"But not with me! Go somewhere else!" Ben says as Vanessa crosses her arms.

"Maybe, I don't want to." She says as Ben grabs his hair in frustration.

"Fine! If your going to follow me then can you at least change into something that doesn't give away our location." Vanessa nods.

"Now that I can do!"

Wildfire says as she slapped the hourglass symbol that was above her chest, and a purple flash appeared. Once the light died down, Ben was surprised to see a large pale orange dog that was the size of an adult human, standing before him as she roared. She had large ferocious teeth, long lion-like tail, gills at each side of her head, and a purple/black collar which contains the purple hourglass symbol.

**"Hellbound!"**

"You have Wildmutt?" Ben asked in amazement as he studied Hellbound carefully. "Wow. Talk about a throwback, I haven't seen him in years-wait a minute, did you just talked?" He asked as Vanessa gave him a confused look.

"Yeah? So, what?" She asked just as they heard rustling sound coming from the cornfields.

"Nevermind, we'll talk later."

Vanessa nodded as she grabbed him by his shirt and placed him on her back before running off. A police officer walked through the cornfields as he heard a whooshing sound behind him, and he tensed.

"Hey, I think I see something!" He says as Sheriff Mason followed him, and they saw two flashes of light heading towards them.

"Get down!" The Sheriff screams while tackling the other officer to the ground as Kevin's car sped passed them.

The officers looked at each other before running to their car as they drove after them. After a long car chase, the officers had finally managed to caught up to them when a large field mower blocked their path. The officers wordlessly got out of their car as they pulled out their guns, and slowly made their way to the green car.

"Alright, Cunningham you and your boyfriend get out of the car right now!" He says as the window rolled down, and to his surprise, it wasn't Vanessa.

"Is there a problem, officer?" Kevin says with a grin as Gwen gave him a small wave in the background. The Sheriff wasn't amused.

* * *

Later at night, we see Hellbound trekking across the fields as she ran into half-destroyed Barnhouse, and hid inside as Ben leaped off her back. Vanessa panted as she transformed back to normal and nearly fainted, but Ben caught her.

"Whoa, easy there. You're okay?" Ben asked as Vanessa nodded.

"Yeah. Too many transformations in a row can be draining." Ben nodded as he stared at her and noticed the scar but didn't say anything out of respect. "Is there something on my face?" She asked with a blush as Ben shook his head.

"No, it's just that this whole experience is so surreal. I never imagined anyone else having the same powers as me."

"Neither did I," Vanessa says as the teens sat down at a pile of hay.

"I don't think we have introduced to each other properly. My name is Ben Tennyson." He says while holding out his hand as Vanessa shook it.

"Vanessa Cunningham." She says with a smile as Ben smiled back. "And the little girl that you've seen earlier is my little sister Sabrina."

"Good to know. Anyway, now that we got the introductions out of the way, I was wondering if you can explain to me how you got your own Omnitrix." Vanessa smiles falter as she sighs, and stares at her watch.

"Well, for starters it's called the Zennatrix. And as for how I got it well...it's not exactly a happy story." She says as Ben placed a hand on her shoulder comfortably.

"You don't have to tell me if you don't want to." He says as Vanessa shakes her head.

"No, you want answers, and I want answers too, so if you're going to reveal you're backstory, then it's only fair that I reveal mine."

Ben nodded as Vanessa pulled up her hood and took a deep breath as she begins telling her tale.

"One day when I was cleaning out my attic, I stumbled upon a weird metal box with that had a sign that says DO NOT OPEN! Ignoring the sign, I opened the box and saw a weird-looking watch thing sitting in the middle. I was confused about why my parents hid a watch on a box, so I reached over to grab it when suddenly it sprang into life and latched into my arm!"

"I started panicking when I couldn't take the watch off, and I called for help. Hearing my cries for help, my family stormed into the attic, and my mom gasped in horror when she saw the Zennatrix latched onto my wrist. After calming me down my mom went to explain to me that a long time ago she was part of this group called the Plumbers, mind you, not the type that fixes toilets, but the one that goes on space adventures to fight alien criminals."

Vanessa says, before sighing as she rested her head on her knees.

"Things got worse from there when she told me that the device on my arm was called the Zennatrix. It's a device that was capable of transforming someone into a bunch of different aliens from across the universe. Mom says that she was trusted by the creator to hide the Zennatrix from any evil aliens that will come after it."

"The creator programmed the watch to only work for her DNA, so since I was her daughter, the watch thought I was my mom, and attached itself on me. She then says it's near impossible to take it off once it bonded with someone's DNA, so whether I like it or not, I was stuck with it for the rest of my life."

"I was shocked by this, before getting angry as we got into a huge argument which caused her to storm off to get some fresh air. My Dad, who remained silent throughout the whole conversation, got angry at me for arguing with her, but I shrugged him off and went into my room."

"A couple of hours later, I heard my dad crying, so I went downstairs to see what's wrong only for him to tell me that mom...had died in a car crash." Tears started polling around her eyes as Ben saw this and quickly went to comfort her. Vanessa stiffens as Ben hugged her, but she didn't push him back as she started sobbing on his chest.

"I'm sorry for bringing up bad memories."

"N-No, It's fine. I'm actually happy that I'm talking to someone about this other than my sister." Ben gave her a small smile as the young girl continued crying on his shoulder. We then cut back to cornfields where we see Sheriff Manson and his deputies driving off as Kevin smirked at Gwen.

"Well, that wasn't too bad. We led them away from Ben, and only got this." He says while holding up a speeding ticket.

"Kevin, that's a 400$ speeding ticket!" Gwen says with a shocked look on her face.

"I know," Kevin says calmly he opens the glove compartment, revealing a bunch of old speeding tickets. "I think it's a personal record." He says while shoving the new speeding ticket inside as Gwen rolled her eyes.

"Whatever, at least he's gone for now. Hey, it's safe, you can come out now." Gwen says while eying the large blanket in the backseat as Sabrina poked her head out.

"Are they gone?" She asked nervously as Gwen nodded. "Whew, what a relief." She says coming out of her hiding spot. "Thanks for hiding me from Sheriff Mason, Mrs. Tennyson."

"Oh, please, call me Gwen. And it was my pleasure."

"Not mine," Kevin says as Gwen gave him a small glare. "I still don't see why we're helping out the little pipsqueak, especially after she kneed me down there," Kevin mumbles with a small blush as he started up the car.

"Kevin no matter what she did, she is still a little girl, and we can't treat her like if she was a common criminal." She says before leaning over to whisper in Kevin's ears. "Besides, we need answers that only she can provide."

"You do know that I can hear you, right?" Sabrina deadpans as Gwen and Kevin looked away embarrassed. "And why do you think I should tell you anything about my sister?"

"Because, sweetie, we need your help in finding out why she has the same powers as our friend, Ben."

"And since we covered you from the cops, I think you owe us brat." Kevin pipped in as Sabrina pouted, and looks away.

"Well, you guys did help me out before, but how do I know if I can trust you guys? For all I know you can use the information to hurt me, and my sister!" She yells as Gwen placed a comforting hand on her shoulder.

"I promise that we won't hurt you or your sister." She says as Sabrina looks up to her hopefully.

"You promise?" Gwen nods.

"We promise. Right, Kevin?" She asked as Kevin remained silent. "_Right_, Kevin," Gwen says with a strict tone as Kevin sighs.

"Fine, I won't hurt them." He says as Sabrina smiles before frowning as she squirmed in her seat.

"Okay, I will tell you what's going on. You see it all started the night my sister found the Zennatrix..." Sabrina begins her story as Gwen and Kevin paid close attention. We then go back to Vanessa as we see her drying her off tears, and gave Ben an apologetic frown.

"Sorry for staining your jacket." She says as Ben shrugged it off.

"I don't mind it's just a jacket, anyway if you don't mind me asking, what happened next?" He asked as Vanessa sighed deeply.

"After that night, things have **never** been the same again. My Dad couldn't cope with the loss and became a shell of a man he used to be. He stopped eating, spending time with us, and he even stopped going to work. Because of that, he lost his job, and I had to get a part-time job to make sure we don't lose our house and starve to death."

"Oh, Vanessa, that sounds horrible," Ben says with a sincere tone as tears started pooling Vanessa's eyes again.

"But that wasn't the worst part. After coming back from work, my Dad stormed into my room and stared at me. I didn't know what was going on, but the next thing I knew...h-he slapped me." She says while trembling as Ben stared at her wide-eyed. "He started beating me, saying that it was my fault for ruining our family. I tried to make him stop, but he overpowered me easily. The beating lasted for quite some time before stopping as he told me, that if I ever told anyone, he will do the same thing to Sabrina."

Ben narrowed his eyes in anger as he wondered what kind of sick bastard will do that to his child, but he didn't say anything as Vanessa continued her story.

"I was terrified, but I didn't want my sister to be hurt, so I let him abuse me for an entire month until I couldn't take it anymore, and decided to run away. But I couldn't leave Sabrina alone with that monster, so I ran up to her room, and told her to pack her things. Sabrina was confused a bit, but she nodded and her pack her things."

"Did she ever...you know...witness the beatings?" Ben asked as Vanessa shook her head.

"No, but it doesn't mean she was oblivious to it. Anyway, after she finished packing, we tried to escape, but my Dad cornered us and demanded that we go back into our rooms. I was scared for our lives, but I protested and told him that we were leaving, and he couldn't do anything to stop us. We started arguing, and Dad got so angry that he pulled out a switchblade, and slashed my eye!"

She says while breathing shakily as she started crying again. Ben quickly went to the rescue as he grabbed Vanessa and placed her on his lap. Vanessa blushed at first, but calm down once he hugged her and rubbed circles on her back.

"He started stabbing me all over my body, I tried to fight back, but I was too weak from the blood loss. Sabrina tried to help, but Dad knocked her out easily. When I saw him hitting my baby sister, I got so angry! I had to fight him back, but I wasn't strong enough to do it on my own."

"That's when I remembered about the Zennatrix. I never really used it in the past month because I was slightly afraid of it, but I knew the only way to get out of this situation was to use the watch, so without hesitation, I activated the Zennatrix and transformed into Coldphase. He is a moth-like alien with the abilities of ice and snow."

"Anyway, after transforming, I froze my father in a block of ice and flew off with my sister. After that, we lived on the streets for a while before finding Grover's Mill, and the rest was history." She says, finishing her story.

"Wow, Vanessa. I had no idea you faced so much hardship in your life. Sorry for attacking you earlier." He says as Vanessa waved it off.

"We didn't make a good first impression, so I understand why you attacked us." She says before sighing as she wiped away her tears. "But enough about me, I want to know how you got a watch like me." She says wanting to change the subject as Ben obliged.

"Well, it all started when I was 10-years-old and went on a summer trip with my grandpa and cousin." He says as we cut back to Gwen and the others.

"...after Vanessa froze my former dad in a block of ice, she grabbed me, and we flew off. And the rest was history." Sabrina says finishing her story as Gwen, and Kevin stared at her with horrified looks.

"Oh my god, you poor things," Gwen says tearfully as Kevin scratched his neck nervously.

"Man, that's rough. And, I thought I had a crappy life." Kevin says as Gwen slaps his shoulder.

"Language! There is a kid in here." Gwen says as Kevin flinched.

"Oh, sorry," Kevin says, not meaning it as Sabrina spoke up.

"So, what are we going to do now?"

"Easy we find Tennyson and your sister."

"How?"

"With this," Kevin says while pulling out his plumber badge as it showed a holographic map.

"Whoa!" Sabrina says amazed by the small device as Kevin smirked.

"We will track them down by using the GPS signals on their watches."

"Is that how you found me, and Vanessa earlier?" Kevin nods. "That's so cool!"

"Yeah, I know," Kevin says with a grin as Gwen smiled at him. "What?"

"I see that you two are starting to get along." She says as Kevin rolled his eyes.

"Whatever."

* * *

"So you're telling me that not only have you destroyed Mount Rushmore once, but twice?" Vanessa says while barely holding back her laughter as Ben laughed along with her.

"Yeah, grandpa was not exactly happy with me destroying a national monument twice, but hey what can you do?" He says as Vanessa nods.

"I understand. Alien powers are so hard to control, especially Wildfire."

"So, I'm guessing you did this?" Ben says while pointing up at the half-destroyed house as Vanessa growls.

"No, I didn't! I'm sick of getting blamed on for every little thing that happens in this town! First you, and then, Sheriff Mason-"

"Whoa, whoa, easy there. I was just joking, I know you're innocent," Ben says as Vanessa looks up to him with a hopeful glint in her eyes.

"Really? You believe me?" Ben nods.

"Defiantly. I may have only known you for a little while, but I can tell that you're not the type of person who destroys stuff for no good reason."

"Thank you," Vanessa says earnestly as the teens stared at each other before smiling as Ben placed his hand over hers. The tender moment sadly got cut short as they heard a motor running, and saw Kevin's car pulling up. Embarrassed, the teens pulled away and laughed nervously as they blushed.

"Vanessa!" Sabrina screams while getting out of the car as she hugged her sister.

"Hey, sis. Glad to see you too." She says as Sabrina smiled, before glaring at Ben as she marched up to him.

"If you did _anything_ to my sister, there is no alien in the universe that will protect you from me!" The 9-year-old says as Ben gave her an amused look, and raised his hands in fake surrender.

"Calm down, Sabrina. He hasn't done anything to me." Vanessa says while laughing a bit as Gwen, and Kevin got out of their cars.

"Who's the girl?" Kevin asked.

"It's my sister, Vanessa. The one that I told you about." Sabrina says, calming down from her little episode earlier as she grabbed Vanessa's hand, and showed them the Zennatrix.

"Oh."

"We'll introduce ourselves later, but for now I want to show you guys something I saw when I was flying over the cornfields," Ben says while using a rock to draw a diagram on the dirt. "It's not exact, but it looks like this. Those aren't roads that are burned through the cornfields. They're crop circles."

"Crop circles? You mean those things aliens leave to find their way around?" Vanessa asked as Kevin scoffed.

"More like those things that farmers leave to fool city folk,"

"It's not like we don't know a bunch of aliens," Ben says with a smirk.

"True."

"Guys, I don't think those are crop circles. I think their circuit boards."

"Are you sure?" Gwen shrugs.

"Maybe. Let's check it out."

A few minutes later, we see Vanessa and the others walking on pink platforms made by Gwen.

"Okay, how are we doing this again?" Vanessa asked as Gwen smirked.

"Magic." Kevin scoffed.

"Magic, that's funny."

"And what's that supposed to mean," Gwen says while arching an eyebrow.

"You're a plumbers kid, so you must've got them from one your grandparents. Possibly your grandpa."

"I'm not following."

"I'm saying that you are part alien. Ben's probably half-alien as well." He says as Gwen gave him a disbelief look.

"So your willing to believe that I'm half-alien, but not that I use magic?" She says as Vanessa decided to speak up.

"Well, I'm kind of on his side on this one. Aliens are one thing, but magic? Come on now that is just ridiculous."

"Well, I for one think it's awesome that you get your powers from magic," Sabrina says sweetly as Gwen smiles, and ruffles her hair.

"Aw, thank you, Sabrina. At least someone believes me." She says as Kevin, and Vanessa rolls their eyes. "Anyway, we're high enough to see." She says as they looked upon the cornfield, and noticed that the crop circles had a certain pattern that looks like circuit boards. "Like, I said these aren't crop circles, they're circuit boards. I think this whole valley is some kind of giant machine."

"Hey, check it out!" Ben says while pointing at the cornfields as they saw sparks fly out.

"Aha! I told you I was innocent! Take that sheriff!" Vanessa screams while pumping her fist in the air in victory.

"Yeah, take that sheriff!" Sabrina screams while sticking out her tongue as Ben smirked in amusement at their antics, before getting serious as he glanced at the cornfields.

"Let's go down and take a closer look." He says as the group nodded, before heading to the cornfields.

A few minutes later, we see the group hiding in the cornfields as they saw a couple of guys in yellow suits blasting the cornfields with the help of a weird-looking device. The guys in yellow suits gave each other a thumbs up as one of them pulls out a giant remote, and pulled the lever. Which caused the circuit boards to power up as a big flash of light occurred, and nearly blinded the team as giant metal tower appeared from the ground. The group could only stare in astonishment as blue lighting rain down from the sky, and snow started falling from the sky.

"...Snow day!" Sabrina says joyfully as she played in the snow.

"Well, at least someone is having fun," Vanessa says with an amused grin as Kevin shivered.

"On second thought maybe I should've brought my jacket." He says while hugging himself for warmth.

"The tower is some kind of weather machine," Ben says just as a familiar siren blared out.

"Oh, crap," Vanessa says in frustration as Sheriff Mason and his team pointed their guns at them.

"Alright, freeze!" Sheriff Mason says.

"Already working on it," Kevin says sarcastically as the sheriff ignored him, and glared at Vanessa.

"I took it easy on you Cunningham, but now you have crossed the line!" He says as Vanessa groans.

"Sheriff, now is not the time for this, so can we reschedule? You know somewhere preferably warmer."

"No more games, Cunningham! Turn off this machine, or we'll make you!" The sheriff says while marching up to her, but Ben stopped him.

"If you touch her-"

"What are you going to do about it, boy?" He asked as Ben glared at him, and reached for his watch.

"Maybe we should talk about this," Gwen says as two blasts of blue energy shot out from the cornfields, and froze the cops in their place. The group gasped in shock as multiple men in yellow suits appeared out of the cornfields, and aimed their weapons at them.

"What did you do to my men?" Sheriff Mason asked before flinching in fear as a masked men shot at him. Without thinking, Vanessa tackled the sheriff into the ground just as the blast of energy flew past them.

"What the? Why did you save me?" He asked, not understanding her actions as Vanessa smiled.

"Just because you annoy me to death doesn't mean I want you to die," Vanessa says as the old man gave her a shocked look. "Besides, I know you mean well." She says as the masked men shot at them again, but Gwen protected them with a pink energy shield.

"Can't take too many of these," Gwen says with a strained look as the shield started cracking.

"You don't have too," Ben says confidently before looking at Vanessa. "What do you say, Cunningham? Want to tag-team these losers?" He says as Vanessa grinned, and stood up.

"Mr. Tennyson, it will be my pleasure. It's time to alien up!"

Vanessa says as she slams her hand on the Zennatrix, and transformed into...

**"Wildfire!"**

"Now that is what I'm talking about. It's hero time!"

Ben yells as he slammed his hand on the Omnitrix, and transformed into Swampfire...

**"Swampfire!"**

With the two now transformed they quickly went into action as Vanessa rained down fireballs on the enemy to give Gwen some breathing room, while Ben leaped over the shield and blasted one of the masked men away. Kevin ran past him as he absorbed the concrete below, and started punching them left and right.

"Stay close to me, Sabrina." Sabrina nodded as Gwen grabbed one of the men in yellow suits, and hoisted him up in the air. The young Tennyson grunted as she tossed him into a tractor, which caused it to explode upon impact.

"Whoa!" Sabrina says with stars in her eyes, before gasping as she saw one of the masked man sneaking up on Gwen. Thinking quickly, she ran up to the disguised man and kicked him in the shin. The masked man howled in pain while bouncing up on one leg as Gwen blasted him away.

"Nice one,"

"Just because I may look cute doesn't mean I don't know how to play dirty." She says with a smirk as Gwen smirked back.

A couple of men in yellow suits surrounded Vanessa, Ben, and Sheriff Mason as they stood back to back. The trio glanced at each other, before smirking as Vanessa propelled herself in the air, and dropped kicked one of them to the ground before blasting another one away with a mini fireball.

Sheriff Mason dodges an incoming energy blast as he went behind the masked man, and grabbed him in a full nelson. The masked man struggled to get free as the sheriff pulled the wires from a device on his chest, which caused a small explosion to occur as the disguised man squealed in pain, and went unconscious.

Ben went with a more direct approach as he used his immense strength to easily overpower the masked man and grabbed him by the shoulders as he threw him off. Accidently ripping off his mask in the process as the masked man tore off the rest of his suit to reveal an alien with a purple squid-like head, a giant green eye, black hands, a brown humanoid-like body, and black feet.

"Oh, man. These guys are like the aliens we fought back in the ship." Swampfire says as Wildfire grimace.

"Gross, and I thought they look ugly with the mask on." She says as the alien glares at them.

"We are the DNAliens! And we will destroy you all!"

"Whatever," Swampfire says as he delivered a massive uppercut that sends the DNAlien flying into the sky. "Hey, remember how cold it was on their ship?" Ben asked as his team regrouped. "I think they need cold weather, so they're making some."

"Kind of make sense."

"So, what? They plan to install a giant air conditioner?" Sabrina asked as Vanessa shook her head.

"No, it has to be something bigger than that."

"Vanessa is right, whatever their planning we need to stop-" He said, before getting cut-off as he got frozen in place.

"Ben!" Gwen screams as she was blasted, alongside Sabrina.

"Sabrina!" Vanessa screams as Kevin was frozen as well.

"We're surrounded!" Sheriff Mason cried out just as he was frozen.

Vanessa's eyes widen in fear as more and more DNAliens appeared out of the cornfields, and blasted her. The young teen braced herself as she waited for the inevitable...but nothing happened? Vanessa opened her eyes and noticed that the beams did not affect her thanks to her fiery alien biology.

"Guess, I'm too hot to handle." She says just as more DNAliens showed up. "Guess, I said that too soon." Vanessa whimpered as she took a step back.

"Okay, that was weird," Ben says after thawing himself out with his flames, and noticed that Vanessa was in trouble. "Need some help?"

"Yes, please." Vanessa squeaked as Ben raised his hands, and green smoke poured out as the cornfields sprang into life and grabbed the DNAliens. They tried to fight back, but it was pointless as the cornfields slammed them against each other, and knocked them out. "That was awesome! You beat them!"

"Plenty more where those came from. We need to take out that weather tower." He says while pointing at the weather tower. "I need you to take out those guards on the top, so I can get close and destroy this machine once and for all." He says as Vanessa stared up at the machine with a doubtful look on her face.

"I don't know. I'm not good at flying as Wildfire." She says as Ben placed a hand on her shoulder.

"Yeah, I had trouble at first too. Let me show you a trick I learned." Ben says as he whispered in her ears, and she smirked.

A few moments later, we see Wildfire riding on a piece of stone as she flew to the top of the tower, and dodges a few energy blasts. Once they stopped shooting, Vanessa blasted every single DNAlien away. Smirking, she gave Ben a thumbs up as he did the same, and started running.

Just as 2 DNAliens came to intercept him as they combined their weapons to fire a massive energy blast. Ben didn't even flinch as he countered their energy blast with a giant fireball, and both attacks canceled each other out. Swampfire grinned as he knocked out the two aliens with ease, and reached the tower.

"Gonna need a little leverage for this one." He says as he planted his roots into the ground, and pressed himself against the machine. "Okay, here goes!"

Swampfire grunted as he pushed himself against the machine with all of his might, and soon enough the tower was ripped from its foundation as it crashed against the ground...man, Swampfire is a lot stronger than you think!

* * *

Later on, we see Wildfire freeing everyone from suspended animation.

"What happened?" Sheriff Mason asked after being the last one to be unfrozen by Vanessa as she morphed back to normal.

"After we defeated the aliens, me and Ben destroyed the weather tower, and I used Wildfire to set you all free," Vanessa says with a smile.

"We helped!" Kevin said.

"But not much." Ben shot back with a smirk.

"I can't believe we missed the whole thing!" Sabrina says with a pout as Vanessa ruffles her head affectionally.

"Sorry, sis. We didn't have a lot of time to free you guys."

"Hey, Vanessa," Ben says, getting the girl's attention. "You did well out there, and after talking with my friends, we decided to add you into our team." He says with a big smile as the girls stared at him in shock.

"Are you serious? That's awesome! Isn't that right, Vanessa?" The 9-year-old asked as Vanessa gave her an unsure look.

"Uh, I don't know. I'm not familiar with the whole superhero gig, plus if I'm out playing hero, then that means I have to give you less attention." She says as Sabrina frowned a bit, before smiling as she grabbed Vanessa's hand.

"It's fine, I understand. You can do a lot of good things with your powers, and I don't want to get in your way. If you want I can stay with Sheriff Mason to make things easier for you." Vanessa was so shocked by her little sister's response that she didn't know what to say. A part of her told her that she wasn't exactly hero material like Ben was, but after glancing at Sabrina one more time, she had finally made up her mind.

"Fine, then. I accept your offer." She says as Ben, and the team smiled. "But only if my sister joins as well," She says, surprising Sabrina and the others as Vanessa placed her hands on her hips. "I know she can't do much right now, and that she is only a little kid, but I can't leave her alone...especially after what happened a few years ago." She said somberly as Ben turned to his friends, who gave him a nod as he turned back to the girls.

"Well, if that's the case, then welcome to Alien Force! We will be glad to have you both into our team." Ben says as the girls smiled, and the team congratulated them. Vanessa grinned as she couldn't wait for the awesome new adventures that she will have with her new friends, and hey maybe she will find a little romance along the way~

* * *

**And done! Well, this was the first chapter of Alien Force Unite! I hope you guys liked the new changes, and tell me if there is something you don't like.**

**Anyway, as always, I will catch you all later.**


	2. Kevin's Big Score

**Hey guys! Welcome to the second chapter of Alien Force Unite! Sorry that it took so long to update, but you know how life is...anyway, I don't own anything, except for my OC's**

**NOW LET'S GET ON WITH THE STORY!**

{Episode 2: Kevin's Big Score}

It was a dark stormy night in Bellwood as a rat scurried into an alleyway, searching for food as he sniffed a tin can curiously. The rat continued searching for food when suddenly, a stray energy blast hits him in the chest, and he fell on the ground dead.

"Ha!" Stepping out of the shadows while holding a smoking gun was a short humanoid porcupine-like alien with grey fur, black quills for hair, and big yellow eyes. He wears a black T-shirt with an orange/brown jacket and blue jeans. "Easy dinner." The talking rodent says as he grabs the dead rat, and ate it in one go. He burped in satisfaction as headlights shine down at him, and he turns around as he saw Kevin's car pulling up. "Kevin, buddy. I've been waiting for like an hour." He says as the window rolls down to reveal Kevin, who gave him an agitated look.

"I said I will be here, Argit. What's your proposition?"

"Aw, why do you have to be such a downer? Especially, after all the hell we've been through in the Null Void? Aren't you glad to see your old running buddy?" He asked with a sleazy grin as Kevin gave him a blank look, and rolls up the windows as he drove off. "No, wait! I got the tech you've been looking for!" He screamed as Kevin slowly drove back and rolled down his windows.

"What makes you think I'm looking for something?"

"Aw, come on, Kev. Octagon Vreedle says you been sending vid-messaging all the underground swappers. You're in the market for a specific primo-machine, and I got it."

"For real?" Kevin says, genuinely surprised as Argit gave him an annoyed look.

"Oh, _now_ you're listening, now that I can do something for ya. You are so off my contact list." He says while pulling out his phone as he deleted Kevin's number, and walked away as Kevin followed after him.

"Come on, Argit. You burned me on so many deals, so many times, it makes forget how tight we really are." He says as Argit's face softens, and gave his old buddy a smile.

"Kev, buddy. I can't stay mad at you...not when there's money involved." He said with a chuckle as he gave Kevin a fist bump.

"So...let's see it."

"Oh...um...well, I don't actually have it on me right now," Argit says with a nervous chuckle.

"Godammit, Argit!" Kevin yells while slamming his hand on his car.

"But, I can make the connections to the guy who does, I have to warn you though it's gonna cost you." He says as Kevin narrows his eyes at him.

* * *

Later at night, we see Alien Force chilling out by trailer park as Kevin worked on repairing the Rust Bucket II while Sabrina helped him.

"Are you sure it's alright for us to live in the RV?" Vanessa asked, walking out of the RV with a box in her hands. "I mean, it does belong to your grandfather," Vanessa says to Ben, who was sitting next to Gwen as she was looking through a box full of old family memories.

"Nonsense, Vanessa, it's fine. I'm pretty sure Grandpa Max will be okay with you guys living in his RV." He says as Vanessa looks unsure, but sighed as she nodded.

"Fine, but it's just until your grandpa comes back, and I have enough money to pay for an apartment."

"Deal." He said as they shook hands.

"Hey, Ben, check it out. It's us in front of the old Rust Bucket." Gwen says while handing him the old photo as Ben smiled. Vanessa leans over Ben's shoulder as she saw a photo of a younger version of Ben and Gwen standing in front of an old man, who was wearing a Hawaiian shirt and had an amused smile on his face.

"That's your grandpa?" Vanessa asked as Ben nodded. "He looks cool." She says before snorting as she noticed Ben making a face to an annoyed Gwen. "You look like such a dork, Ben." Ben rolls his eyes playfully before smiling as old memories started appearing on his brain.

"That whole summer was incredible, right, Gwen?" He asked while standing up as he gazed at the sky. "Hero time all the time, Kevin was still a bad guy," Ben says with a smirk as Kevin rolled his eyes.

"Let it go, Tennyson. I know your only here to keep an eye out on me." He says before grinning as he stood up. "And to spend time with your new girlfriend~," He says as both teens blushed and looked away shyly.

"Give them a break, Kevin. You haven't stopped teasing them for 2 days." Gwen says.

"Yeah, and teasing my sister is my thing," Sabrina says as Kevin smirks.

"What? It's fun. Anyway, can you hand me the socket wrench?" He says as Sabrina gave him the tool. "Thanks. You know for a 6-year-old your quite handy with tools." He says before going back to work.

"First of all, I'm 9. Second, my mom used to work at an Auto-Shop, so she taught me a few things about cars."

"Good to know."

"It's really generous of you to try and fix up Rust Bucket II," Gwen says with a cute smile as Kevin blushed, and looked away.

"It's no problem. Happy to help." Kevin says as he got up, and took the wenches out from the bottom as he lowered the RV down to ground level. Gwen puts away the photo back into the box as she walked over to the RV, but Kevin stops her. "Not yet." The older teen says as he went inside and closed the door.

"Still not buying the nice act, Kevin!"

"Ben!" Gwen hissed.

"Hey, I know that Kevin used to be a bad guy, but do you really need to tease him like that," Vanessa says while giving Ben a disapproving look as he shrugs.

"It's fun, besides I know that he changed and everything, but one can never be too careful."

"I'm not saying that you should lower your guard or anything, but I am saying that maybe you should be a little nicer to him." She says as Ben gained a thoughtful look.

"Okay, I'm going to try the engine!" Kevin says while inside the RV as the team waited, and soon enough, the RV started up.

"Go, Kevin!" Ben says, deciding to follow Vanessa's advice on being friendlier to Kevin, but that plan was short-lived as the RV started to move, and Ben tackled Vanessa out of the way as the Rust Bucket II drove pass them. "Still think, I should be nicer to Kevin?" Ben says sarcastically as Vanessa gave him an annoyed look.

"How about we cut back on the sass, and go after Kevin before he goes away?" She says as Ben nodded, and brought out his watch.

"Hero time!"

Ben slams his hand on the Omnitrix as he transformed into Big Chill.

"Big Chill!"

"Alien up!"

Vanessa slams her hand on the Zennatrix as a flash of purple light occurred, and we see her transforming into a velociraptor-like alien striking a heroic pose as purple electricity travel across her body. As mentioned before, Vanessa's new alien has a velociraptor-like body with blue skin, purple eyes with one of them having a scar, black lips, grey spikes on her back, balls on her feet, and stripes above and on the side of her eyes. Her clothes consist of a black helmet, a dark purple jumpsuit with a light purple section around her neck that goes down to her chest in a V formation, and purple stripes on her forearms and tail. The Zennatrix Symbol is planted firmly on her chest.

"Hyper-Bolt!"

Big Chill unfolded his wings as he took off, and Hyper-Bolt followed him leaving behind a trail of purple lighting. Meanwhile, with Kevin, we see him driving the RV with a frown on his face as he picks up his phone to call Argit when suddenly he noticed a pair of shape-shifting teens chasing after him. Kevin smirked as he pressed a button on the control panel, and a gun popped out of the RV. The teens took evasive maneuvers as they dodged the laser blasts by either zig-zagging around or simply turning intangible.

"Okay, enough of this." Big Chill says as he flew down and grabbed Vanessa.

"Whoa! Not that I don't enjoy the ride, but what are you doing?" Hyper-Bolt asked with a blush on her face as Ben flew them above the RV.

"Didn't want you to get caught in the crossfire," Ben says as he froze the road ahead, and the RV started swerving left and right uncontrollably.

"Oh, now, I see. Good plan." She says as the RV wheels suddenly grew spikes, and effectively destroyed the ice. "Are you serious!? That RV has everything!"

"Tell me about it," Ben says with an annoyed look as he placed Vanessa down, and she quickly sped up to the RV.

Kevin screamed as Hyper-Bolt ram into the RV and caused it to break through the road barrier as the RV fell down a hill. Holding the steering wheel tightly, Kevin pushed a button, and the front of the RV morphed into a battering ram that protected the Rust Bucket II from crashing against the trees. Big Chill and Hyper-Bolt easily avoided the logs as they chased after Kevin, who miraculously managed to get back on the road as the older teen looked back at the rearview mirror, and saw his friends still following him.

"Nice try, guys, but tonight you're minding your own business." Kevin pressed a button on the RV as a missile launcher appeared from the side of the Rust Bucket's frame, and he launched the rocket towards Ben. Big Chill turned intangible to dodge the missile but was surprised to see it unfold into a net as it wrapped around him and shock him.

"Ben!" Vanessa screamed as she watched Ben crashed against the side of the road. Vanessa bit her lip as she was unsure what to do but ultimately decided to help Ben as she sped towards him and used her claws to cut the net. "Are you okay?"

"I'm fine." Big Chill says as he transforms back to normal. Vanessa morphed to normal as well as Gwen, and Sabrina catches up to them on one of Gwen's platforms.

"Did you get him?" Sabrina asked as Vanessa shakes her head.

"No, he got away."

"Whoa," Gwen says with an impressed tone as Ben glared at her. "I mean, oh no."

"Smooth," Vanessa says while rolling her eyes. "Hey, Ben, are you okay?" Vanessa asked, noticing Ben shaking in anger as she placed a hand on his shoulder, but he shrugged her off.

"How could I let my guard down? He is a liar and a thief!"

"That was the old Kevin. He's different now, we're different too," Gwen says as Vanessa nodded.

"I agree with Gwen on this one. I may not know him as long as you guys, but all of this looks suspicious. Why would he gain you guy's trust just to steal an RV? We need to get to the bottom of this."

"But how? He's lone gone by now, and we have no idea where he's heading." Sabrina says.

"Actually, I might be able to track him using this," Gwen says while pulling out Kevin's handkerchief.

"...You kept his sweaty handkerchief?" Ben asked while sweatdropping as the girls gagged. Gwen blushed in embarrassment as she turned around and used her powers to search for Kevin.

"That is so wrong on so many levels," Vanessa says with a disgusted look on her face as Gwen ignored them, and finally got a lock on Kevin.

"I got him. Follow me!" She says while running off as Sabrina followed her.

"...So, we're not going to talk about the fact that she kept his handkerchief in her pocket?" Vanessa asked as Ben shakes his head.

"It's best if we forget this ever happened." He says as Vanessa nodded.

* * *

In a clearing nearby, we see Argit inspecting the Rust Bucket II with a small flashlight in his hands as Kevin waited.

"Hmmm...hmmm, yep...alright," Argit says as he closed the hood of the RV, and gave Kevin an unimpressed look. "It's a piece of shit, man." He bluntly says as Kevin enters the RV and takes out his plumbers badge. Kevin waved his plumbers badge in front of a cabinet as the framing separated to reveal an array of high-tech alien weapons. Kevin smirked at Argit, who shrugs as Kevin frowned, and waved his plumbers badge over the dashboard as the control panel popped out. "As I said, a piece of shit," Argit says as he looked over the dashboard, and gasped. "But, the aftermarket extras are worth a fortune!" He says with a greedy look on his face as Kevin grinned.

"Think your guy will like it?"

"Oh, yeah...if he ever gets the chance!"Argit says as he suddenly fires his quills at Kevin. Kevin didn't have time to react as his whole body was covered with Argit's quills, and soon enough, his motor functions stopped working as he fell down.

"I can't move!" Kevin says through gritted teeth as Argit smirked.

"Oh, sorry, Kev. See this old, and disgusting motor home is worth enough cash that will pay off everybody I owe, and finally, live a little." Argit says as he picked up Kevin, showing impressive strength for someone his size, and threw him out of the RV.

"The Rust Bucket's all I've to bargain with!" Kevin says as Argit gave him a fake smile.

"You should've held out on me, buddy." The backstabbing rodent says as he slams the door, and walked over to the driver's seat. "When you can walk again, you go see him. A tech dealer named Vulkanus." Kevin gasped at the name as Argit started up the RV. "He says he knows you! Says he wants you dead!" Argit screams while laughing as he drove off into the desert.

Kevin growled as he absorbed the material below, and soon enough, his body was covered with rock-like armor. No longer affected by Argit's paralyzing quills, Kevin stood up as he ran over to a large boulder, and punched it apart as it cracked in half. Kevin grabbed the top layer as he tossed it at the RV, but Argit saw this and easily avoid it as he continued driving away.

"Great, can this day get any worse," Kevin says as he heard a cough behind him, causing him to freeze up as he turns around, and saw his friends glaring at him. "Okay, I know this looks bad-"

"Bad!? Bad!?" Ben says while pushing off as he gave his old nemesis a very pissed off look. "If you don't get the Rust Bucket back, I will _show_ you bad!"

"Doubt it," Kevin says, finding Ben's threat adorable as Ben glares at him.

"What happens when this is all over, and Grandpa comes home? Where's he going to live then? And what about the girls? Where are they going to sleep in?"

"Do I have to separate you two?" Gwen says with her hands glowing pink.

"He stole Grandpa's home! What kind of jerk steals an old man's home!?"

"Vanessa, they're scaring me," Sabrina says while hiding behind Vanessa's legs as her sister rubs her head comfortably.

"Don't worry, sis, I got this," Vanessa says as she came in between the boys, and separated them. "Ben, can you calm down? Getting angry at Kevin is not going to help you get the Rust Bucket back."

"Yeah, you tell him!" Kevin says, before stepping back nervously as Vanessa glared at him.

"And you! You better have an explanation for this, mister!" Vanessa says as she gave him a stern look.

"Look, I know that what I did may look horrible, but I do have a good reason."

"Oh, really? Then let's hear it." Ben says while crossing his arms.

"Just give me a second," Kevin says while pulling out his plumber's badge as it showed a holographic blue map with a tiny red dot flashing in and out.

"You hid a tracking device in the undercarriage," Gwen concluded as the team stared at Kevin in surprise.

"Got to admit, Kevin, that's smart," Vanessa says as Kevin scoffed.

"Like, I let anyone swipe a fortune of plumber tech from me."

2 hours later, we see Alien Force arriving at an abandoned warehouse as Vanessa looked through the window and signaled the others that it was safe to go in. Nodding, Kevin kicks open the door as Gwen used her mana powers to light up the room, and much to their shock, the RV was stripped!

"Striped!"

"We were too late," Sabrina says, distraught as Ben laughs sarcastically.

"Great. So, where's your fortune, Kevin?" Ben says as he picks up a piece of alien technology, and glares at it. "What's this worth? 5 bucks?" Ben says as he threw it away, and kicks over a pile of tires in anger. "We're supposed to defend the planet from an alien invasion, and we can't even keep a motor home from being stolen!?"

"Drop it," Kevin says with an annoyed tone as he walked away, but was stopped by Ben.

"Don't you walk away from me!" Kevin rolls his eyes.

"Is this the part where you go alien and try to kick my ass?"

"I'm considering it," Ben growls as Vanessa stood in between them.

"Ben, stop it!"

"Why? Because of him, Grandpa's home was stolen and stripped of its parts!"

"I know, I'm mad too, but we need to keep a cool head!" Vanessa says as Ben looks away stubbornly.

"Why are you guys fighting!? I know Kevin did a bad thing, but aren't you guys friends!?" Sabrina screamed as the team turned to her, and was shocked to see her tearing up as she was clearly confused and afraid of the situation.

Ben's face softens as he reached out to try and comfort her when suddenly they heard the doorknob jingle as Gwen turned off the light, and everyone hid. Argit came in, whistling a tune as he walked over to the RV, and ripped out a core from the dashboard.

"Score! I knew I missed something." The rodent says as he pocked it the device and was about to walk away when suddenly the lights came on as he looks around, and saw that he was surrounded by team Alien Force. "Oh, shit..."

"Ah, ah, ah, language. There are kids in the room." Vanessa says with a taunting tone as she then kicks him through a wall. Argit shakily stood up from the ground as he shook his head and ran off. Ben and Vanessa chased after him as they slammed their Omnitrix/Zennatrix down, and transformed into-

"Echo Echo!" Ben says as he made 5 clones of himself.

"Sound Wave!" Following Ben's lead, Vanessa made 5 clones of herself.

"Don't." Echo Echo 1 says.

"Let." Echo Echo 2 says.

"Him." Echo Echo 3 says.

"Get." Echo Echo 4 says

"Away!" Echo Echo 5 says.

"Don't." Soundwave 1 says.

"Worry." Soundwave 2 says.

"He. Won't." Soundwave 3 says.

"Escape. From." Soundwave 4 says.

"Us!" Soundwave 5 says as they chased after Argit. Speaking off, we see him running out of the alleyway as he turned left only to be cornered by 2 Echo Echo's.

"No. You. Don't." The Echo Echo's said as they unleashed a sonic scream that sends Argit flying to a wall. Recovering, Argit climbs up to the roof, only to be face to face with a grinning Soundwave.

"Hi." She says innocently as two more Soundwaves showed up, and they blasted Argit out of the roof. Panting heavily, Argit laid on all fours as 20 copies of Echo Echo and Soundwave showed up as they surrounded him. Grunting, Argit fired all of his quills at the alien army, until only the originals were left standing. The rest of the team showed up as Sabrina hid behind a crate while Gwen powered up.

"Watch out!" Kevin says as Gwen turned to him with an angry look.

"Don't warn him!" Gwen says as Argit saw her and fired his quills. Thinking quickly, Kevin tackled Gwen to the ground as the quills flew above them harmlessly.

"No, _you_ watch out." He says as Gwen blinks.

"Oh." She says, before groaning as she fell unconscious, and Kevin did the same since they were struck by a few of Argit's quills.

"Guys?" Sabrina asked as she poked her head out of her hiding spot, and noticed that her teammates were knocked out. "Great. Gwen and Kevin are knocked out, and Vanessa and Ben need help. What am I going to do?" Sabrina says as she looks around, and noticed a socket wrench laying on the floor as she grins. "That will do."

"End of the line, you little fuck's!" Argit screamed as Echo Echo, and Soundwave stood in a fighting stance, ready to attack when suddenly Sabrina shows up as she knocked Argit out with the socket wrench.

"Wow, nice one, Sabrina," Soundwave says as Ben gave her a thumbs up.

"It was nothing," Sabrina says with a blush as she rubs her neck sheepishly. Argit woke up an hour later as he looked up, and saw Gwen and Kevin glaring at him. Argit panics as he tries to escape, but he quickly realized that he was tied up.

"What the hell? Let me go!" Argit screams as he tried to shoot his paralyzing quills at them, but for some reason, it didn't work.

"Nice try, you sonic the hedgehog rip-off, but I super glued your quills to your head," Ben said.

"And, I made sure to tie you up extra tight, so you won't escape," Vanessa says as Ben stepped up.

"So, let's get this straight-"

"Straight!? I'll give it to you straight! You _cannot_ trust this man!" Argit says, pointing at Kevin, who gave him a confused look.

"Me?"

"Do you guys know what he was going to do? He was going to sell your motor home, and sell it to a criminal! Thank goodness, I stopped him." He says as Vanessa scoffed.

"Yeah, right. Like, we're supposed to believe a filthy rat like you."

"Plus, you stripped our new home, so that doesn't exactly give you any good points," Sabrina says.

"Yeah, I'm a criminal. I will admit, but this guy is way worse than me! You can't trust him, he'll stab you guys in the back just for laughs!"

"Thanks, buddy," Kevin says sarcastically.

"This creep does have a point, Kevin is always up to something. Self-serving shifty and always working on some kind of angle, always a thief!" Ben says as Vanessa gave him an angry look.

"Ben!" She says as Kevin's eye twitch in anger, and he grabs Ben by his collar.

"You know what, Tennyson? I don't have anything to explain to you!" Kevin says as he throws him, and turns to the Cunningham sisters. "Or you two," Kevin says gently since he really doesn't have anything against them as he walks up to Gwen. "Or you either," Kevin says softly as he walks off. "I'm done with all of you!" Gwen and Sabrina watched him go with sad looks on their faces as Vanessa turned to Ben and gave him a look.

"What did I do?" Ben asked innocently as Vanessa facepalmed.

* * *

A truck drove down the road as Kevin leaped off it and landed on the other side of a road. Dusting himself off, Kevin crawled under a fence leading to an Airplane Junkyard as he looks around, and started walking, not noticing that he was being followed. Kevin continued walking until suddenly he was surrounded by small humanoid aliens holding pickaxes as they chattered their teeth. The humanoid alien's attire consists of a red/black jumpsuit with a white belt and grey goggles with yellow lenses.

"Take me to your boss," Kevin says as they complied, and motioned him to follow them. Kevin followed the small aliens closely as they lead him to a warehouse, and pried open the doors as they motioned him to go inside. Kevin stoically walked into the warehouse as he saw a figure hiding in the shadows, and he smirked. "I heard you were looking for me, Vulkanus. Well, here I am."

"Kevin Levin. I can't decide whether to trade with you or tear you to pieces! Remember that counterfeit isotope scam a few years back?" The figure asked while coming out of the shadows to reveal an orange-skinned alien with a large jaw and brown eyes. He has two brown horns that extend downward from his jaw, his teeth were merged to his lips, and he wears a blue battle suit. His name was Vulkanus, one of Ben's old foes from when he was 10.

"Yeah, sorry about," Kevin says, not really feeling sorry as Vulkanus glares at him.

"You left me holding the bag and at the mercy of the Plumbers! Luckily, I escaped, but now I'm stuck on Earth swapping Level 3 tech just to get by, thanks to you!"

"Ancient history, I'm here to make a deal." Vulkanus calmed down a bit as he showed Kevin a small circular device in his hand.

"I have the Plumber's badge you want, what do you give me for it?"

"Look, completely straight. I had this stash of Plumber tech, but I lost it." Kevin says as Vulkanus narrowed his eyes, and signaled his minions to come closer to an unexpecting Kevin.

"You want to _owe_ me?"

"Tell me what I have to do to get it." Vulkanus looks at the little device in his hand before looking at Kevin as he held out his hand. Thinking that it was for a handshake, Kevin reached out his hand to shake only for Vulkanus to grab his entire arm as he clutched it tightly. "Kneel."

Kevin groans in pain, feeling his arm break as he kneeled down, and a floor panel opened up as it slowly brought out a large piece of Taydenite. Kevin stared at the gem in shock as two glowing appendages appeared out of nowhere and grabbed his injured hand. Kevin grunted as he struggles to pull his arm back, but the appendages were too strong for him as they forced Kevin to touch the Taydenite, and he instinctively started absorbing the quantities of the gem.

"First, you're going to pay me back double for the double-cross." Kevin lets out a painful scream as he tries to stop absorbing the large crystal, but it seems to make things even worse as his whole body was covered with Taydenite.

"I...can't stop...absorbing!" Kevin screams in pain, his body growing in size as he developed spikes on his back.

"That's because I don't want you too," Vulkanus says mockingly as his minions unstrapped Kevin, and dragged him a few feet away from their leader. "You're recursively absorbing a piece of Taydenite that I had in storage. It was the only piece of Taydenite in this spiral of the Milky Way...or it was until you came along." Vulkanus says with a smirk as Kevin screamed as the spikes on his back got bigger and bigger. He tried to escape, but he was being held down by a pair of restraints that appeared on the ground.

"You're garbage! You're fucking garbage!" He cursed, before groaning as his spikes grew to giant proportions. Vulkanus minions looked at Kevin with dollar signs in their eyes as they jumped on his back, and started mining it.

"You _owe_ me. I'm going to take it out of your hide, then sell you piece by piece. And I'm going to do it _forever_." He says with a dark look on his face as his minions already chipped away a large chunk of Taydenite while others stashed it way on floating minecarts.

"Do...what you want...with me...just make sure Ben Tennyson gets that Holo-Viewer!" Kevin says as Vulkanus laughs manically, and casually flicks the Holo-Viewer away.

"You're in a bad position to make demands." Vulkanus, before yelping as he was pushed away by a large body of water.

"He would be if he was alone." A ghostly voice says, causing Vulkanus and Kevin to turn around as he saw Gwen and Sabrina casually leaning against a wall as Ben appeared beside them as Big Chill. "But he's with us."

"Whether he likes it or not." A deep raspy voice says as a figure came out of the shadows to reveal a Piscciss Volann-like alien smirking at them as she rested her hand on her hips. The Piscciss Volann resembles a lot like Ripjaws, except that her scales were white, her jaws were smaller but still had a lot of teeth, and she has three anglers. Her clothes consist of a pair of coco-nut bras and a green loincloth.

"Vanessa?" Kevin asked as the fish alien smirked.

"Call me, Wave Shredder."

"You guys followed me?" Big Chill rolls his eyes.

"That whole get mad and storming off routine? Please."

"You have friends? Had friends." Vulkanus says he pulled out a flame thrower and blasted them as Vanessa reacted swiftly and canceled out his attack with a tremendous amount of water that she generated from her hands.

"Gwen take out Vulkanus minions, Sabrina free Kevin. Vanessa, you're with me." Big Chill says as the team nodded, and sprung into action.

Gwen got into a fighting stance as Vulkanus minions surrounded her with their pickaxes glowing with energy, and charged at her. Gwen wasn't afraid as she used her magic to put up a barrier, and they crashed against it. Gwen smirked as she pushes them back and summoned glowing pink tendrils to grab them as she throws them aside like trash. One minion called for reinforcements as the minions who were working on Kevin left as Sabrina showed up.

"Kid, you need to get out of here. It's not safe." Kevin says as Sabrina worked on releasing Kevin from his restraints.

"I will as soon as I set you free," Sabrina picks up a large rock as she slams it against the restraints, and it shattered into pieces. "Uh, this might take a while." She says sheepishly while picking up another rock as Kevin groans.

"Hya!" Wave Shredder says as she generated a fist made out of water, and punched Vulkanus across the room. He groans as Ben appeared beside him, and blasted him with his cold breath as Vulkanus countered it by blasting his flame thrower. "Don't forget about me!" Vanessa says, appearing out of nowhere as she made a sword made out of water, and slashed his cheek, drawing blood.

"You little whore!" Vulkanus screamed in outrage as he reeled back his hand to punch her, but all she did was open her jaws and ate his entire hand.

"Delicious."

"My hand!" Vulkanus screams as Big Chill appeared beside him.

"Got to be careful around this one, Vulkanus, she bites." Ben quipped as Vanessa glared at him playfully.

"Don't make me bite you too." She says as Big Chill raises his hands in fake surrender.

"You wouldn't be fighting for him if you knew what he did to me."

"He stole. He ran. That's Kevin." Ben says with a shrug as Vulkanus roars, and backhanded him across the room.

"Ben!" Vanessa screams, turning around as Vulkanus pulled out his flame thrower, and blasted Vanessa's back. Wave Shredder screamed in pain as she falls on the floor, and turns back to normal with her body covered in burns. Vanessa whimpers in pain as Big Chill got up from the floor, and his blood boils as he saw the state that Vanessa was in.

"Vanessa!" He screams, before turning to Vulkanus as his eyes narrow, and flew at him at high speeds.

Meanwhile, with Gwen, we see her struggling against Vulkanus minions as they clashed against her barrier, but couldn't break through it. After a few more strikes, Gwen lowered her shield and leaped over them gracefully as she blasted their pickaxes. Causing it to explode as it created a chain reaction that took out the remaining minions. Gwen smiled as she got up from the floor and noticed Sabrina struggling to free Kevin.

"Need some help, sweetie?" She asked as Sabrina shakes her head.

"Nah, I'm good," Sabrina says as she continued bashing her rock against the restraints.

"Why don't you just use the pickaxe that is lying on the floor?" Kevin asked while pointing at one of the pickaxes that one of the minions dropped as Sabrina blushed embarrassedly.

"Oh, right," Sabrina says as she grabs the pickaxe, and slashed the restraints, freeing Kevin. Ben grunted as he was slammed against the wall by Vulkanus, and fell on the floor as the orange-skinned alien towered over him.

"I'm the injured party here! When the Plumbers came after me, they blew up my ship!" Big Chill didn't say anything as he slowly looks up to Vulkanus, and gave him a chilling look...pun intended.

"I don't care." Big Chill's ghostly voice sent shivers down Vulkanus spine as he took a few steps back and watch as Ben slowly levitated off the floor, his body generating with ice energy. "You hurt my Vanessa, and now you're going to pay!" Ben turned intangible as he phased into Vulkanus armor, and the big alien yelled in agony as he felt himself freeze from the inside out.

"W-What a-are y-you d-doing?" Vulkanus asked as he shivered from the cold. Ben phased out of his chest as he reeled back his fist, and punched Vulkanus as his whole armor was shattered, and a flash of blue light occurred. Once it dismisses, we see a baby version of Vulkanus popped out of the rubble as Big Chill glares at him before turning to Vanessa as he transformed back to normal.

"Vanessa! Are you okay? Say something!" Ben pleaded as Vanessa moans and opens her eyes.

"Ben? What happened? Did you beat Vulkanus?" She asked as Ben smiled.

"Yeah, I did." Vanessa smiled before wincing pain as Ben helped her stand up.

"Are you alright?"

"Yeah, it's just my back hurts a little, but I should be alright, though."

"Vanessa!" Sabrina screams while rushing over to her sister as Gwen stayed with Kevin. "Are you okay?" She asked as Ben gave her a reassuring look.

"Vanessa took a rather nasty hit in the back, but she should be alright," Ben says as Sabrina sighs in relief.

"Thank goodness."

"No need to worry about me, sis. It takes more than a big brute to take me out." Vanessa says while ruffling her hair as Sabrina smiled.

"Kevin, are you alright?" Gwen asked, placing her hand on his face as Kevin smiled, and he finally stopped absorbing as the remaining Taydenite slowly disappeared from his body. Kevin groans as he leaned against Gwen, and she helped him stood up. "Easy," Gwen says as Kevin smiled, and she smiled back as they stared at each other eyes. Vanessa and Sabrina smiled at the cute scene as Ben rolled his eyes, and noticed Vulkanus rolling around in Taydenite.

"Hey, what about him?"

"What about him? We're even." Kevin says as they walked away, leaving behind a giggling Vulkanus as he started swimming in his money. "Wait," Kevin says as he went to pick up the Holo-Viewer.

"That's what you were after?"

"Another Holo-Viewer?" Gwen says as Kevin walked up to Ben.

"I hear this one is special." He says as Ben grabs the little device, and stared at it curiously.

"Why didn't you tell us about this?" Sabrina asked as Kevin scoffed.

"Think about it, Cunningham. I'm an Ex-Con. I did a lot of stuff that I'm not proud of. Stuff that if you 4 knew you will never trust me again. So the next time, I say drop it, drop it." He says as Gwen shakes her head, and placed her hand on his shoulder.

"That's not how it works, Kevin."

"Yeah, I mean just because you did a lot of bad stuff in the past, it doesn't mean that we think less about you," Vanessa says.

"It's not what you did that matters, Kevin. It's what you're going to do that count," Ben says.

"Okay, okay, enough with the heartfelt speeches! Are you going to look at that or what?" He asked as Ben shook his head, and turned on the Holo-Viewer as it showed a hologram of Grandpa Max.

_"Ben, if you hear this message, you must be pretty deep. There's a lot I can't reveal yet, but here is one thing that I can...you can't go in alone. By now, you're probably meeting some of the other plumber's kid, but you need to find more, you need to assemble a team." _He says before flickering out of existence as Ben gave his team a determined look. They had 2 missions now. Recruit more members for team Alien Force, and stop the Hybreed Invasion!

* * *

**And done! I hoped that you guys loved the chapter, and I can't wait to write "All That Glitters". It was one of the few chapters in my original story that I _really_ wanted to change for obvious reasons.**

**Anyway, as always, I will catch you all later.**


	3. All That Glitters

**Hey guys! It's been a long time, huh? Sorry that I've been gone for so long, but I've been quite busy creating new stories that I sort of...forgot about this one...whoops. Anyway, this is a chapter that I have been dying to rewrite because the last one was so cringy that I could barely read it...Oh, and also, I don't own anything except for my OC'S.**

**NOW LET'S GET ON WITH THE STORY!**

_{Episode 3: All That Glitters}_

_"Ben, if you hear this message, you must be pretty deep. There's a lot I can't reveal yet, but here is one thing that I can...you can't go in alone. By now, you're probably meeting some of the other plumber kids, but you need to find more, you need to assemble a team."_

Ben watched the video of his grandfather with an unreadable look on his face as he sat on the sidewalk of a convenience store. Vanessa watched him with worried eyes as she sat on top of Kevin's car with Gwen standing by her as Kevin showed up and handed everyone their drinks.

"I'm worried about him," Vanessa says as she watched Ben replay the video again. "He hasn't stopped playing that Holo-Viewer for 3 hours now. Do you think we should check on him?" Vanessa asked as Kevin shrugs.

"Nah, I'm sure he's alright, right, Gwen?" Kevin asked Gwen, who didn't say anything as she walks in front of him, and crossed her arms.

"Why haven't you ask me out yet?" She asked as Kevin choked on his drink, and Vanessa nearly falls off the car.

"WHAT!?" Kevin says, after spitting out his drink as Vanessa recovered.

"S-So, bold. How can you say something like that without feeling embarrassed?" Vanessa asked as the two teens gave her a look. "Right, I will give you guys some space," Vanessa says as she jumps off the car and gives Gwen a thumbs up, before running off towards Ben.

"You heard me," Gwen says, bringing Kevin's attention back to her as she smirked. "We spend all of our time together, and you obviously like me." She says Kevin scoffed and looked away. "Kevin, I _know_ you like me. I see you mooning at me when you think I'm not looking."

"Mooning?"

"And I like you...most of the time, so I'm asking you again-"

"See, that's the problem. You're asking me, a guy does the asking."

"Yeah, when?"

"...Don't push me." Kevin says with a glare.

"Don't push me." Gwen mocks as she walks away with an annoyed look on her face. Kevin groans in frustration as he turned to look at Ben, who was still watching his grandpa's message as Vanessa stood by him. "Hey, Ben!" Kevin yelled as Ben ignored him and continued playing the video. "You know, my dog used to nod on the spot on his butt over and over again. The Vet made us put a cone around his head." Kevin says as Ben sighs and turns off the Holo-Viewer.

"Easy does it, I'm not the one you're mad at," Ben says as Kevin shrugs.

"Cut me some slack, you guys want to go and kick some alien ass or something?"

"Or something. Let me see your plumbers badge." Ben says, walking over to Kevin as the older teen pulled out his plumber's badge and gave it to Ben.

"Whatcha up to, Benji?" Vanessa asked, leaning into his shoulder as he pressed a button a badge, and a green holographic map appeared as it had red lights flashing in and out.

"Each of these blips shows the location of a badge."

"Yep."

"And when there's a plumbers badge, we will find a Plumber or at least a Plumber's kid."

"Oh, I see what you're planning, we're going to track them down using their badges and recruit them to our team," Vanessa says as Ben smiled.

"Exactly. Come on, Kevin, your driving." Ben says as he and Vanessa walked over to the car while Kevin looked over at Gwen, who was leaning against a lamppost.

"You coming?" Kevin asked as Gwen stared at him for a few seconds before sighing as she nodded and entered his car.

* * *

"Plumber, plumber, plumber, plumber. Have you ever noticed that if you say a word enough times, it loses its meaning," Gwen randomly asked as she and Vanessa sat in the back of Kevin's car while the boys sat in the front. "Like a chance to ask someone out. Every time that chance comes along, it has less and less meaning until you don't have a chance at all." Gwen says while staring at Kevin smugly.

"Are you guys having a fight?" Ben asked with a cheeky smirk as Vanesa giggled.

"Aww, your first couple fight, how cute!" Vanessa gushed as Kevin glared at her from the rear-view mirror.

"We're not a couple!"

"Well, that's because you haven't asked me out yet," Gwen says as Kevin groans.

"Can we please talk about something else? Like, where's Sabrina? Isn't she usually hanging around you, Cunningham?" Kevin asked as Vanessa raised an eyebrow.

"Do you realize how late it is? It's way past her bedtime, so I left her at home with a babysitter." Vanessa says as she looked out the window and gasped. "Holy crap! Guys, look!" Vanessa screamed as the others looked out the window, and were surprised to see a teenage girl walking across the road wobbly like if she was drunk, and a truck was heading straight towards her!

Fortunately, the driver saw her as he grabbed the steering wheel and turned the truck around. Narrowly missing the dazed teenager as his vehicle swerved around uncontrollably, and smashed against a support beam that held up a bridge. The bridge immediately became unstable as multiple cracks appeared on the surface, and caused the cars to move around uncontrollably as they dangled off the bridge. Alien Force quickly got out of Kevin's car as they ran over to the railing, and Vanessa saw a nearly unconscious man trapped inside of a truck that was lit on fire.

"Kevin! Get that man out of the truck while I put out the fire!" Vanessa says as Kevin nodded, and ran off. Vanessa leaped off the bridge as she activated her Zennatrix and transformed into Coldphase as she flew off.

"Gwen! The cars!" Ben yelled as Gwen nodded and quickly leaped out of the bridge as she ran across the air with the help of her mana-platforms.

A couple hugged each other in terror as their car was about to fall off the bridge, but luckily Gwen came in as she conjured up a mana slide below them. Lowering them to safety as she urged the rest of the civilians to go down the slide, which they did reluctantly.

Ben leaped out of the bridge, transforming into Humungousaur mid-air as he ran under the bridge, and grew up to 60-feet as his dinosaur features becoming more pronounced. Humungousaur grew a crest on his forehead, stegosaur-like plates on his back, and spikes on his tail. Humungousaur huffed as he grabbed the bridge with his mighty hands and held it up as Gwen continued saving the rest of the civilians.

Coldphase extinguished the flames with her icy breath as Kevin grabbed the door of the truck, absorbing the metal into his hand as he used his enhanced strength to rip the door off its hinges. Kevin then crawled through the floor as he grabbed the unconscious driver and dragged him outside.

"GET EVERYONE DOWN BEFORE THE BRIDGE COLLAPSE!" Humungousaur yelled as Gwen looks down, and gasped as she saw a teenage girl walking down the street, and a car was heading towards her.

"THE GIRL!" Gwen screamed.

"BEN!" Kevin yelled as he was too busy treating the man's injury to help the girl out.

"HAND'S FULL!" Ben shouted.

"I GOT IT!"

Vanessa quickly took flight as she flew towards the disoriented girl, but sadly, it doesn't look like she will make it in time as the car was about to run the girl over. When suddenly, a boy, about the same age as the team, swooped in and saved the girl. The mysterious new hero is a tall, handsome young man with blond hair, light blue eyes, dark eyebrows, and pale skin. His outfit consists of a dark gray overcoat, a black shirt, a brown scarf, khaki pants, and black dress shoes.

"Oh, what a relief," Vanessa says to herself as she smiled in gratitude for the boy that seems to be radiating a yellow aura.

"Everyone's okay!" Gwen says as Humungousaur grunted and lets go of the bridge as he transforms back to normal.

"I-I have to get out of here! I-I was running and-" The dizzy girl says with a panicked look on her face as the mysterious boy comforted her.

"Shhh, it's okay, Trina your safe now these guys saved you." He says as Coldphase and the others appeared.

"You're friend was the one who saved you. He's just being modest." Ben says as Coldphase nodded, and transformed back to normal.

"Yeah, nice save dude. It was lucky you showed up when you did, or else that girl would've been street pizza." Vanessa says as the boy turned to her, and his eyes widen as he then glared at her. Vanessa was taken back from the glare as he composed himself and turned to the rest of the team.

"I'm glad that I was flying around when I heard the commotion. Anyway, whoever you guys are, thanks. And please don't blame Trina for what happened to the bridge. Something strange has been happening to the girls of our school lately." The boy says as Vanessa stared at him confusedly, wondering why he glared at her earlier as Ben smiled at the mysterious teen.

"It's no problem. Glad we could help." Ben says, before noticing a very familiar badge planted on his belt. "You have a plumbers badge!" He exclaimed as the boy looks down at his belt with a small smile on his face.

"Yeah, my dad gave it to me. You guys know about the plumbers?"

"At this point, we might as well be them," Kevin says as he showed the boy his plumbers badge.

"I'm Ben. This is Kevin, Vanessa, and my cousin Gwen." Ben says, introducing his team as the boy stared at Ben in shock with his mouth agape.

"Wait. Ben as in _the_ Ben Tennyson? I'm a huge fan of yours! It's an honor to meet you, but I heard that you disappeared. My name is Michael Morningstar." Michael says as he shook hands with Ben before walking over to Kevin as he shook hands with him, and Kevin stared at him skeptically.

Michael walked over to Vanessa as he briefly glared at her before smiling as he held out her hand. Vanessa eyed him cautiously as she shook hands with him, and gasped as she suddenly felt a little dizzy. Michael smirked as he let go of her hand and walked over to Gwen as Vanessa nearly fell over, but Ben caught her.

"Hey, are you alright?" Ben asked as Vanessa nodded.

"Yeah, I just got a little dizzy for some reason." She says while staring at Michael thoughtfully as Ben noticed this.

"What's up?" He asked as Vanessa shakes her head.

"Nothing, it's just that, I feel like I've seen him somewhere," Vanessa says as Ben raised an eyebrow.

"Really? Where?"

"I...don't know," Vanessa says as Michael shook hands with Gwen, and small sparks shot out.

"Whoa! That never happened before!" Michael says as Gwen shrugs.

"Maybe its because we both have energy-based powers?" Gwen says.

"That's one theory." He said with a wink as Gwen blushed, and Kevin looked over at them in annoyance.

"Anyway, now that we all met," Kevin says as Michael picks Trina up bridal style, and turned to the team.

"I should make sure that Trina gets home okay, but after that, why don't we meet up at my place?" Michael suggested.

"Sure!" Ben says, enthusiastically.

"Sounds good!" Gwen says, eagerly.

"Can't wait," Kevin says, sarcastically.

"..." Vanessa didn't say anything as she watched Michael fly off, leaving a trail of sparkling energy as she scratched her hand. Not noticing her hand glowing a bit as a weird tattoo materialized on the palm of her hand.

* * *

"Mom and her new husband live in the main house, so they leave me alone and let me do whatever I want," Michael explained to the group as he was giving them a grand tour of his house.

"Cool," Ben says as Michael leads them to a room and opens the door.

"After you." Michael says to Gwen, who gave Kevin a look that says, 'Why don't you ever open a door for me like that?'. Kevin's response was a shrug as Gwen sighs, and walks into the room with Ben while Kevin and Vanessa...received fresh bruises on their foreheads as Michael, purposely, shut the doors on them.

"Nice," Kevin says, opening the door as Vanessa huffs.

"Now, I know that guy doesn't like me." She says as they walked into the room, and noticed that the room was filled with giant computers and typical lab gear that you see in sci-fi movies.

"What's all this stuff?" Ben asked.

"Just some of my dad's old plumber's gear, I brought it over from headquarters," Michael says as he then leaned over at Gwen and gave her a seductive look. "I can take you later their if you want?" He asked as Gwen blushed heavily.

"We all like to see it," Ben says, oblivious to his flirting as Vanessa facepalmed at her crush's cluelessness.

"Here, let me show you something," Michael says while grabbing Gwen's arm as he pulled the blushing teen over to a giant computer as it showed a map of the Earth and multiple charts. "I patched into the central Plumber's monitoring network, it's connected to everything! Global planetary internet, earthbound law enforcement frequency, and of course, the badge communication channel." Michael says as Kevin raised an eyebrow.

"Communicator channel?" Kevin asked.

"Yeah...you did know that badges work as communicators as well, did you?"

"..."

"So, you kept an eye on things with this stuff, and use your powers to help people. You're like your neighborhood's very own superhero!" Gwen exclaimed as Michael shrugs.

"Never thought about it that way, but I guess so." He says as Ben stepped up.

"You know what I'm thinking."

"I know what I'm thinking," Kevin says, but Ben ignores him.

"You should join our team," Ben says as Gwen and Michael smiled at the idea while Kevin and Vanessa looked a little unsure.

"Uh, Ben, I don't think that's a good idea," Vanessa says as Kevin nodded.

"Yeah, don't you think we should get to know the guy a little more."

"What's to know? He got the powers, he got the gear. Besides, we let Vanessa and Sabrina join us, and we had only known them for a couple of hours. How's this any different?" Ben asked as Vanessa and Kevin were about to answer, but Ben continued. "Look, guys. Grandpa asked me to assemble a team, and that's what I'm going to do. You don't have to like him, but can you at least act civil around him and trust me?" Ben asked as Vanessa sighs.

"We do trust you, Ben. It's him we don't trust." She says as Kevin nodded.

"Yeah, there's something about him that irks me about him."

"Guys," Ben says, exasperated as they groaned.

"Fine. We'll act civil...for now." Vanessa says as Kevin reluctantly nodded in agreement. Ben smiled as he turned to Michael.

"My Grandpa Max was a plumber, and he disappeared looking into this, big alien conspiracy that is going on against Earth. We are trying to find him, so we can help him stop it. Wanna help?" Ben asked as Michael glanced at Gwen, who gave him an encouraging smile as he smirked and turned to Ben.

"I will love to join you guys." He says just as the power on the mansion went out before coming back on again.

"Forget to pay your electricity bill?" Kevin asked with a flat look as Michael shrugs.

"The electricity has been undependable lately, but don't worry, my backup generator will kick in."

"This isn't a brownout," Ben says, walking over to a computer as he looked at it suspiciously. "Look at this spike in power at the local power substation, the energy drain is enormous!"

"Really?" Michael as he looks over the computer.

"Earlier, you said that something strange is happening in this town, well this defiantly qualifies," Ben says as Gwen walked up to Michael.

"If you need to check it out, we can help," Gwen says as Michael nodded.

"Thanks, we should," Michael says as he and the others walked out of room with Gwen being the last one to walk out as she noticed a strange tattoo on her arm. Shrugging, Gwen covered it with her sleeves as she went to catch up with the others.

* * *

We then cue at the local power substation where we see the gang arriving by the front gates as Ben bends down, and noticed that the locks were broken.

"Stay sharp, we got company," Ben says as his team nodded, and walked through the steal gates as they heard weird buzzing noises.

"Sounds like that buzzing sound that you hear on old monster movies," Michael says as Vanessa shivers.

"Do you have to mention scary movies when we're walking through an empty power station at night?" Vanessa says while hugging herself as Michael smirked and leaned over her ear.

"Boo!" He yells as Vanessa jumps in fright and glares at him as he laughed.

"Hey! That wasn't funny, you asshole!" Vanessa screamed as she was about to punch him, but Ben stops her.

"Vanessa, calm down!"

"But he-"

"It was just a joke to lighten the mood," Ben says as Vanessa growled, but didn't say anything as they continued walking. They walked for a few seconds, before noticing a girl with gray skin, absorbing the energy between two conductors as electricity coursed throw her decaying body. Michael stood in front of Gwen protectively as a zombie girl noticed them and roared as she grabbed a small conductor. Effortlessly ripping it from the ground as she throws it at them.

"Gwen!" Vanessa yelled as Gwen made a mana shield in front of them, and the small conductor bounced off it harmlessly, but more zombie girls showed up. "Man, I didn't know Halloween came early. I would've bought a costume." Vanessa says as Ben gave her a look. "What? Just trying to lighten the mood."

"These girls are wearing uniforms from my school, but I don't recognize any of them," Michael says as one of the girls ripped out a pole from the ground and held it like a bat as she charged at them. Michael quickly reacted as his hands, which were glowing yellow as he blasted the zombie girl off her feet.

"Energy blasts, cool!" Ben says, clearly impressed.

"Try not to hurt them! Maybe we can reverse this...whatever this is!" Michael says as the zombie girl recovered from the energy blast and swung her metal pole at Kevin as the others charged as well.

"Try not to hurt them!?" Kevin yelled as he quickly dodges the zombie girl's attacks, much to her annoyance as she growled at him in frustration.

"Kevin! Catch!" Vanessa yelled, tossing over a steal pipe as Kevin grabbed it, and absorbed it just as the half-dead chick swung again. But Kevin caught it smoothly as he smirked, and punches her jaw. Sending her flying to a wall as she collided against it, and fell down unconscious.

Ben struggled to overpower the strong zombie girl as the young hero kicked her away, but she wasn't fazed by his weak kick as she lets out a shrill scream and rushes at the young teen. Ben quickly dodges her attack as she punches through a fuse box, but the girl didn't even flinch as she grunted, and ripped the door from its hinges as she grabs a couple of wires, and yank it out as sparks flew out.

"Shit!"

Ben cursed as he activated the Omnitrix, and scrolled down to find the perfect alien as the girl charged at him, and he quickly slams the dial down as he transformed into...

**"Chromastone!"** Ben yelled as zombie girls yams the cable into his chest to electrocute him...but Ben didn't even flinch as he gave her a flat look. "That not going to work! I'm a conductor!" Ben screamed as he absorbed the electricity from the cable and shot it back at her. Zombie girl screamed in pain as she was sent flying in the air, and crashed landed on the ground as she groans, and went unconscious.

Chromastone smirked at his victory as he looked over at Vanessa, and noticed her being chased by two zombie girls as the teen runs up a wall. Vanessa used the wall as a springboard as she leaped over the mummified girls and landed behind them. Vanessa smirked as she activated the Zennatrix and scrolled down to find the perfect alien as she slams down on the dial, and a flash of purple light occurred.

Vanessa has now transformed into a small monkey-like alien with four arms, two pairs of pink eyes with one of the pairs having a scar. Three fingers on each hand, three toes on each foot, and three retractable spider legs that grew out of her back. She also has light red fur over a dark red center, a long tail with two black stripes near the tip, and the Zennatrix symbol planted safely on her right shoulder.

**"Webtail!"** Vanessa yelled as she raised all of her four arms and shot out four individual spider webs that landed on the girl's arms, and before they could react. Webtail crosses her arms as she made the girls collide against each other, and they got knocked out.

"Nice!" Chromastone says as Webtail blushed, but smiled at the compliment before groaning as she suddenly felt disoriented.

"Whoa!" Ben says, kneeling down as he grabbed Webtail's shoulder to help steady her. "Got dizzy again?" Ben worriedly asked as Vanessa nodded. "Maybe, you should take a rest for the rest of the night," Ben suggested as Vanessa shakes her head.

"Don't worry about me, let's just go and handle the rest of the zombie freaks." She says as Ben stared at her, before sighing as he reluctantly nodded.

"Sure, let's go," Ben says, walking off as Vanessa followed, but not before noticing a tattoo on one of her arms as she stared at it suspiciously.

Michael flew into the air as he blasted a couple of zombie girls, but they seem to be quicker than they look as they swiftly dodge the energy blasts, and tried to attack him. Only to be stopped by Gwen as she trapped them with her mana powers...but something seemed off as her usual pink mana turned black and crumbled into pieces. Gwen gasped, letting the girls go as she fell on the ground, and Michael went to help her.

"Are you okay?" Michael asked as Gwen groans.

"I-I don't know. I suddenly felt weak for a second." Gwen says before looking up to Michael as she gave him a grateful/loving look. "But I feel better now." She says as Michael smiled.

"Here, hold my hand," Michael says, grabbing her hand as he squeezed it reassuringly. "Use my energy," Michael says as he spreads his golden aura onto Gwen, who seemed to recover from her dizzy spell as they turned to their enemy.

The zombie girls roared as they charged at the lovebirds, but Gwen wasn't afraid as she fired two mana disks, and pushed them back. Michael raised his hand as he aimed at the injured girls before smirking as he raised his hand higher and blasted the pipes above them, scaring them as they ran away.

"Hey, what did you do that for?!" Vanessa says as she and the rest of the group showed up.

"Yeah, nice going! You let them get away!"

"Sorry, my mistake, I was trying to aim at them," Michael says as Vanessa narrows all of her four pink eyes.

"Bullshit! You did that on purpose! I saw you smirk!" Vanessa yells as Michael sighs.

"Okay, truth to be told. I did aim at the pipes. I tried to bounce off my energy blast off the pipe to hit the girls, but I guess I need more practice."

"It's okay, we all make mistakes. We'll help you master your powers later," Ben says while transforming back to normal as Webtail stares at him in disbelief. Not believing that he was buying into Michael's bullshit. "But the most important thing is that we stopped from...whatever is they were doing," Vanessa shakes her head in annoyance as she turned to Gwen, and gave her friend a worried look.

"So, what happened to you back there?" Vanessa asked as she transformed back to normal. "A few minutes ago, you look like your about to faint, and what was the deal with your mana suddenly going black?"

"I...I don't know. It was probably just a fluke." Gwen says before turning to Michael as she smiled at him lovingly.

"I can't thank you enough for helping me?"

"You could if you have dinner with me?" Michael asked as Gwen gave him a surprised look.

"Right now?" Gwen asked as he shrugs.

"I'm hungry now, how about you?" He says as Gwen smiled.

"I was just about to suggest the same thing," Gwen says as they stared into each other eyes.

"Okay, what is up with you!?" Kevin asked, finally fed up with Gwen ignoring him for some rich boy as he walks in front of them. "You've been ignoring me since we got here, you were lousy in the fight, and now you're just acting goofy!" Kevin yells as Gwen glared at him.

"Why are you pretending to care?" Gwen shot back as she grabbed Michael's arm and walked away with him. "Later," Gwen says as Kevin fumed and turned to the others.

"Are you guys going to stand there and do nothing!?"

"No, I was just going to sit in the car," Ben says while walking away as Kevin turned to Vanessa.

"What about you? I know you don't like Morningstar, so why didn't you stop her?" Kevin asked as Vanessa sighs.

"I do feel that something is off with him, but I really don't have any proof suggesting that he's up to something, so I can't really stop them. Plus, Gwen is free to date anyone she wants." Vanessa says while walking away as Kevin followed.

"Look, I don't trust this guy, and I don't think you should've been so quick to make him part of the team," Kevin says, following the teens as Ben gave him a knowing smirk.

"Admit it, your just jealous because Gwen likes him," Ben says as Kevin was about to yell at him, but Vanessa stops him.

"Look, Kevin. I'm suspicious of him too, but we can't really attack the guy without some concrete evidence." Vanessa says as a lightbulb appeared over Kevin's head.

"Evidence, huh? Alright, I'll get your evidence." Kevin says with a smirk as he walked ahead of the teens.

"What did he mean by that?" Ben asked, worried as Vanessa shrugs.

* * *

30 minutes later, we see Kevin trying to break into Michael's mansion by using his powers to pick the lock on the door as Ben and Vanessa stood by.

"This is why you changed your mind about Michael going on a date with Gwen? So, we can spy on him!?"

"Yep," Kevin replied.

"Well...stop!" Ben yells as Kevin sighed.

"Look, he ain't right, Ben. If you aren't going to check him out, then I will." Kevin says as Ben glared at him.

"You're doing the wrong thing, Kevin, the _old_ Kevin thing," Ben says as he reached out and grabbed Kevin's arm. "Step away from the door," Ben says with a stern look as Kevin scoffed.

"Do you really want to fight me over some new guy? Is that how you want to build a team?" Kevin asked as Vanessa steps up to separate the two.

"Boys, chill," Vanessa says as she turned to Ben. "Look, Ben. I know you like Michael and everything, but even you have to admit that Michael seems a little suspicious." She says as Ben rolled her eyes.

"Oh, why? Because he played a prank on you earlier?" Ben asked as Vanessa glared at him.

"No, I'm suspicious of him because he keeps glaring me ever since we got here, acts like a jerk to me and Kevin, and let those girls run away on purpose!" Vanessa yelled as Ben was about to retort when a voice spoke up.

"Is Mike home?" A voice asked as Ben and Vanessa turned around and saw Tina standing behind them with an anxious look on her face. Ben and Vanessa quickly straighten up as they give Tina nervous looks while Kevin continued picking the lock.

"He hasn't called me back since you and the red chick showed up," Tina says as Ben and Vanessa glanced at each other before looking at her as Vanessa coughs, and gives the girl a fake smile.

"Hey, there...Trina, right? Yeah, Michael is not home." Vanessa says as Trina looks down, disappointed.

"Oh...well, when he comes back, can you tell him to call me back? I wanted to tell him how amazing he was last night and ask him if he can give me my bra back? It's my favorite one, so I hate to lose-"

"Finally!" Kevin screamed as everyone turned to him and saw him opening the door. "Now, come on, let's go before anybody show up-" Kevin says before shutting as he finally noticed Trina. "Oh, Trina! I didn't see you there!" Kevin says as Trina looked at the open door before looking back at Kevin suspiciously. "Now, I know what it looks like, but we are not breaking in into Michael's house. We're...picking up some stuff for him." He says as Trina didn't look convinced, but waves it off as she gave them a hopeful look.

"Then you know where he is! Can you take me to him?"

"No!" Ben yelled, startling Trina as he composed himself. "I mean...he's busy."

"I need to see him! Why won't he see me?" Trina says as Vanessa looked over the girl, and noticed a familiar tattoo on her arm.

"Hey, Trina. Where you get that tattoo?" Vanessa asked as Trina looks at the tattoo and shrugs. Vanessa quickly grabbed the boys as she dragged them away from the girl. "That girl has the same weird tattoo that I got," Vanessa says, rolling up her sleeve as Ben stared at her surprised.

"I didn't know you had a tattoo," Ben says as Vanessa shakes her head.

"That's because I don't," Vanessa says, confusing the boys as she decided to elaborate. "I didn't notice I had one until we fought those zombie girls earlier. Speaking off, I remembered those girls having the same tattoo as well."

"I just want to see Mike!" Trina yelled as Vanessa rolled her eyes.

"Trust me, sweetheart, you can do so much better than him," Vanessa says, before turning to the boys. "Hey, I just realized something. Isn't it weird that the zombie thing is only happening to girls about Michael's age and goes to his school as well."

"Yeah, she's right. Call me crazy, but maybe Morningstar is the cause of this." Kevin says as Ben gave him a flat look.

"Your crazy."

"Oh, come on, Ben! Even with all of this evidence, you can't admit that Michael might be a-" Vanessa says before stopping in mid-sentence as she noticed Trina just standing there. "Um, excuse me? We're trying to have a conversation here, so can you like, go home, or something?" Vanessa says as Trina nodded and walked into Michael's house. "...Okay, that's not exactly your house, but whatever. Anyway, even you have to admit that Michael looks a little suspicious." Vanessa says as Ben was about to retort, but couldn't think of a comeback as he starting to realize that maybe Michael is not the person he thought he was.

"Wait, guys, I just remembered something. I didn't hit me until just now, but Gwen was wearing her sleeves lower than usual." Kevin says as Ben raised an eyebrow.

"Why would she do that?"

"Maybe Gwen has a tattoo like Trina and me, and she's trying to hide it," Vanessa says as Kevin nodded.

"That is possible, I didn't see to make sure of she does have a tattoo, but it makes sense if she had one with the way she's acting," Kevin says as Ben was about to say something, but then realized something.

"Wait, come to think of it, Trina was wobbly when we first found her on the freeway. And Vanessa got dizzy when Michael shook hands with her...and Gwen was the same way on the power plant." Ben says before his eyes widen. "Then that means Gwen and Vanessa caught whatever bug doing this," Ben says Kevin's eyes harden.

"Yeah, and the bugs name is Morningstar," Kevin says as we cue back with Gwen, who was enjoying her date with Michael on a small building in the middle of the forest.

"I'm glad we met, Gwen," Michael says as Gwen smiled lovingly.

"Me too."

"I knew there was something special about you the first moment we met."

"I felt it too."

"And, now all the other girls mean nothing," Michael says as Gwen giggles.

"Yeah...wait, what other girls?" Gwen asked with an angry look as Michael grabbed her hand and started absorbing her mana as a golden aura fell on them.

"You're energy is nothing like I've ever felt before! When it flows into me, I feel invincible!" Michael screamed while grinning darkly as Gwen moaned in pain. "From the moment I touched you, Gwen, I knew that I found the only girl I need," Michael says as the aura around flared up, and a flash of light occurred.

"Fact is you two have been against Morningstar since the minute we met him!" Ben yelled as he and the others were on Kevin's car, driving on the freeway.

"Yeah, but at first, it was because he was an arrogant, bragging, rich asshole!" Kevin yelled as Ben smirked.

"Who Gwen likes more than she likes you." Ben teased as Vanessa groans.

"Okay, usually, I like teasing Kevin and Gwen's non-existing relationship, but now is not the time for that." She says as Kevin nodded.

"Yeah, Gwen's in trouble, and your to stuck on following your grandpa's instructions to see it!"

"If Mike is turning those girls into zombies, then why isn't Vanessa and Trina one?"

"I don't know! Maybe it's like a vampire thing? Maybe it takes a while before they go all zombie?" Kevin says as Ben sighs tiredly and rubs his temples.

"Mike has been helping us ever since we got here. Why would he fight them with us?" Ben asked as Kevin smirked.

"Ah, but he didn't remember? He told us not to hurt them, then he 'accidentally' let them get away."

"Look, even if you two are right, we don't know where they went for dinner," Ben says as Vanessa smirked.

"That may be true, but we do have a way to track them. Isn't that right, Kevin?" Vanessa asked as Kevin smirked.

"You read my mind, Cunningham." Kevin pulls out his plumber's badge as a pressed a button, and a green holographic map popped out as it showed a single red dot blinking in and out.

* * *

20 minutes later, we see the gang arriving at the small building in the middle of the forest as everyone got out, and Kevin pointed down the road.

"The highway we found Trina on is that way. She didn't just wander out there by coincidence, she was trying to get away from Morningstar."

"Wow, nice detective skills, Kev," Vanessa said, impressed as she gave him a fist bump while Ben rolled his eyes.

"Let's just take a break from the crazy theories and check on Gwen, okay?" Ben asked before walking away as Kevin stared at him, annoyed.

"Are you serious, Tennyson? The evidence is right in front of you, and you still don't believe us?" Kevin asked incredulously as Vanessa patted his shoulder.

"Let's go, Kevin. Ben is too stubborn to hear us anyway." Vanessa says as Kevin sighs, but nodded as they walked towards the building.

Ben opened the doors as the gang walked into the building and were shocked to see Michael absorbing Gwen's energy as he laughed maniacally. Michael's physical appearance changed dramatically as his skin changes to a more golden color. His hair was flying upwards, and he was glowing far brighter than he was before.

"What have you done to her, you bastard!" Vanessa screamed while trembling in fear at the sight of a zombie version of Gwen, who looks like she can die any minute now.

"You son of a bitch!" Kevin yelled as he and the others rushed over to save Gwen. Michael sneered at them as he gently puts Gwen down and then blasted the boys away.

"Ben! Kevin!" Vanessa screamed as she turned to Michael and glared at him. "You're going to pay for this!" Vanessa says as she activated the Zennatrix, and without even looking, she slammed the dial down and transformed into...

**"Wildfire!"** Vanessa yelled at Michael, who glared at her as he slowly levitated off the floor and put his arms behind his back.

"Bring it on, it's been a long time coming, Cunningham!" Michael yelled as Wildfire was about to attack, but stops.

"Wait, how do you know my last name, I never told you." She says, confused as Michael rolled his eyes.

"You did tell me, a long time ago," Michael says before flying down as he punches her across her face and sends her flying out of the building.

"Don't forget about me!" Kevin yelled as he runs over at Michael with his body covered in stone armor as he blindsided Michael and sends him flying across the room. Ben grits his teeth in pain from the blast as he activated the Omnitrix, and slams the dial as he transforms into...

**"Jetray!"** Ben screamed as Michael shot a beam of energy at him. Jetray easily avoided the attack as he blasted Michael with his neuroshock vision...but it only seemed to make Michael stronger!

"GO AWAY!" Michael shouted as he lets out a beam of energy from his chest. Jetray was too slow to react as the beam hits him in his chest and sends him plummeting to the ground as he transforms back to normal.

"Seriously? All it took was one blast to take down the great Ben Ten?" Michael says with a slightly surprised tone as he levitated above Ben's nearly unconscious body. "Honestly, I expected better from someone who defeated Vilgax The Conqueror. I guess you know what they say, never meet your heroes." Michael says while staring at Ben with a disappointed look as the young teen groans and looks up to him.

"Conqueror? What do you mean by that?" Ben asked as Michael shrugs.

"Nothing for you to be concerned about," Michael says before aiming his hand at Ben's face as a ball of yellow light appeared. "Goodbye, Tennyson. For what is worth, I was a huge fan of yours." Mike says as Ben chuckles.

"Well, I'm no longer a huge fan of you, and neither is she," Ben says while pointing up as Michael looks up, and his eyes widen as he saw a ball fire racing towards him.

"Get away from him, you vampire wannabe!" Wildfire yelled as she punches Michael away and sends him flying across the room. "You okay?" Vanessa asked as Ben nodded.

"Yeah." He says before getting blasted away from Vanessa as the young Pyronite turns around, and saw Michael glaring at her venomously with his hand still smoking from the blast.

"I had it with you, Cunningham! You're going to pay for what you did!" He screamed in outrage as Wildfire stared at him, dumbfounded.

"What are you talking about?" She says as Michael eyed her confusedly.

"Wait a minute, you don't really don't remember me. We met when we were little kids, we played together, our moms used to be friends!" Michael screamed before charging at her as he was about to throw a punch. But Vanessa wouldn't fall for the same trick twice as she generated a massive amount of heat and slammed her hands down, sending out a wave of magma that liquified the ground.

"Ugh!" Michael grunted as he felt himself sinking into the ground and struggled to free himself.

"We met when we were kids? Our moms knew each other? What are you talking about, Morningstar?" Vanessa asked as Mike stopped struggling and sighed bitterly.

"You really don't remember me don't you, Vanessa," Michael says as Wildfire nodded, and he scoffed. "Figures, you don't remember, you were only 4-years-old when it happened, but I remember it clearly. When I was very young, my mom has thought it was a good idea for me to interact with other kids. But she couldn't have me play with any regular kids on the count of our family history and my powers. So my dad got in contact with his old partner, who turns out to be your mother."

"Our parents used to be partners?" Vanessa asked, shocked as Michael nodded.

"They used to be partners, but they went their separate ways once your mother retired. Anyway, dad knew that his partner had a kid, so he arranged for us to have a playdate. It was fun at first, but then your mother received a call from the Plumbers and told her that my father was playing double agent and stealing info from them. My father begged your mother to let him go, but your mother ignored his pleading and arrested him from the spot!" Michael screamed as he glared up to Vanessa with his whole body glowing yellow energy. "Ever since that day, my life has been nothing but hell, and it was all thanks to your mother!" Michael yelled, bursting out of his trap as Vanessa nervously stepped back.

"B-But if you're angry at my mom, then why are you angry at me? I had nothing to do with your dad's imprisonment." Vanessa says as Michael gained an annoyed look.

"Well, sadly, she died before I can have my revenge, so I have to settle with killing you, and your sister," Michael says as Wildfire glared at him with her body glowing brightly.

"Over my dead body!" Vanessa yelled as she propelled herself over to Michael and tackled him to the floor.

Mike grunted as Wildfire rained down flaming punches at his face, leaving bruises and scorch marks on his face as he raised his hand and fired an energy blast at her face. Vanessa screamed in pain as Michael grabbed the young hero by her collar, and throws Vanessa into the air as he flew after. Wildfire didn't have time to react as Michael blasted her across her back and sends her flying to the ground, creating a crater upon impact. Vanessa whimpered in pain as she tries to stand up, only to fall down as she transforms back to normal.

"Dammit." Vanessa cursed as Michael floated down, and grins as he steps on her back and pushes her down.

"It's nothing personal, Vanessa. It's your mother's fault for not protecting my dad. If she had acted like a real partner, then none of this would be happening." He says as Vanessa weakly chuckled.

"If you are anything like your dad, then I'm proud of my mom for putting him away. I don't know what he did exactly, but if my mom was willing to lock up her partner, then he deserved it!" Vanessa says, before yelping in pain as Michael stomps on her back again.

"TAKE THAT BACK YOU BLUE HAIRED BITCH! TAKE THAT BACK!"

"NEVER!" Michael growled in anger as he jumped away from the crater, and landed on the ground as he aimed his glowing hand at Vanessa's beaten up body.

"FINE! THEN GO SEE YOUR MOTHER IN HELL!" Michael yelled as he was about to blast Vanessa when suddenly a voice spoke up.

"STAY AWAY FROM HER!" Kevin yelled as he rammed Michael into the ground and started wailing on him.

Michael was stunned at first, but he swiftly regains his bearings as he grabbed Kevin by his face and drags him across the ground as he then tossed him away. Kevin quickly recovered as he sat up and ran at Michael as he threw multiple punches left and right. Michael amusedly smiled as he dodges his punches with lightning-like speed and kicks him in his stomach, leaving behind a small crack.

Kevin coughed out blood as Michael went on the offensive and delivered lightning-fast punches all over Kevin's body. Before gathering an insane amount of energy in his hands as he fired at Kevin in point-blank range. Kevin grunted in pain as his armor was slowly chipped away, and he kneels down as he falls down unconscious.

"Kevin!" Vanessa worriedly yelled as Michael folded his arms behind his back and grins.

"You're out of your league. All of you are." Michael says as he floats back over to Gwen with his body glowing brighter than before. "Why use your powers to help people when you can use them to do whatever you want?" Michael asked as Vanessa shakily sits up from the crater, and glared at him.

"That's not...how you supposed to use them," Vanessa says as Michael stared at her, surprised that she could stand up with the injuries she had, not noticing Gwen waking up behind them. "We were given these gifts to help people in need not to use them to bully people into submission," Vanessa says as the boys woke up and stared at Vanessa in awe. "You could've been better than your father, but instead you decided to be a selfish asshole and waste your powers for the sake of being powerful. What's the point of having superpowers if we don't use them to help people?!" Vanessa yelled as Michael growled and blasted her.

"Vanessa!" The boys yelled as Ben rushes in and grabs Vanessa before she landed on the ground.

"Help people? Become a hero? Bah! What stupid nonsense! I don't care about any of that stuff! All I ever wanted was power, and my revenge for my father!" Michael screamed as multiple zombie girls appeared out of the shadows, groaning as Gwen shakily stands up and walks over to an unsuspecting Michael.

"But since you did bring me, Gwen, I figured I should thank you," Michael says as he looks up, and noticed a large air vent hanging above Alien Force. "How about a gift? On the house!" Michael screamed with a sadistic grin as he was about to blast the air vent when suddenly a wrinkly hand grabbed him and canceled out his attack. Mike gasped in shock as Gwen grabbing his hands as she started absorbing her energy back. "What are you doing!?"

"Coming to my senses!" Gwen yelled as Michael's golden skin slowly fades, and Gwen's body slowly returned back to normal.

"NO! STOP THIS!" Michael yelled as his body glowed yellow, and soon enough, he exploded. Michael fell down on the floor, exhausted as Gwen smirked before turning to her friends as she gasped.

"Kevin!" Gwen worriedly screamed as she went to check on him while Vanessa rolled her eyes playfully.

"Yeah, we're fine too. Thanks for asking." Vanessa says as Ben laughs, but his laugh was cut short as a zombie version of Michael stands up and screams in horror over his appearance.

"N-No! I'm h-hideous!" Michael screamed as he looks back at the zombie girls, and weakly held out his hands. "G-Girls, come here to me, give me your p-power!" Michael says as the zombie girls groaned and slowly walked towards him. "T-That's right, feed your master!" Michael says as the zombie girls hissed loudly and dog piled on him. "WHAT!? WAIT, WAIT, WAIT, NOOOOOOOOOOOOO!" Michael screamed as he explodes again and sends the now healed girls flying away. The girls weakly got up from the ground as they looked over at Michael, and shrieked in fear as he looks even more zombified than before. Kevin stoically walks over to the zombified teen as he grabs Michael's plumber badge, and absorbed the metal from it.

"You don't deserve this," Kevin says as he crushed the badge into pieces, and throws the remains at Michael's face before walking away as the others followed.

"Hey, Michael," Vanessa says, turning to Michael as he looks up to her. "I'm sorry for what happened to your father. I know what it feels like to lose a parent." She says before glaring at him fiercely as her Zennatrix glowed brightly. "But if you ever come near me, my sister, or my team again then I will stop you and put you to jail as my mother did to your father," Vanessa says, before leaving the building. Michael groans as he laid down on the ground and closes his eyes in defeat.

* * *

A few minutes later, we see Alien Force driving away from Michael's place as Gwen sat in the passenger's seat next to Kevin while Vanessa and Ben sat in the back.

"Listen, guys. I'm sorry I took Morningstar's side over yours." Ben says before looking at Gwen as he gave her a sad look. "And, more important, that I wasn't watching your back."

"No, it wasn't your fault," Gwen says as Vanessa nodded.

"Yeah, it wasn't your fault, Benji. If anything, it was Michael's fault for nearly killing Gwen and us." She says as Ben shakes his head.

"No, it was my fault!" Ben yelled, surprising Vanessa with his outburst as he gave his team a crestfallen look. "I was such in a hurry to build a team that I ignored the danger! If I'm going to be a good leader, I'm going to need to show better judgment."

"If you're going to be a good leader, you need to stop sounding like a jerk!"

"Kevin!" The girls yelled as Ben waves it off.

"No, it's okay, he's right. I am a jerk." Ben says before looking at Kevin as he gave him a sly look. "So, Kevin...when are you going to ask Gwen out?" Ben asked as Vanessa grins.

"Yeah, due tell," Vanessa says as Kevin groans in annoyance while Gwen looks away with a blush as she smiled.

* * *

**And done! I hope you guys enjoyed the chapter and hopefully is not as cringy as the last one.**

**Anyway, as always, I will catch you all later.**


	4. Max and Laura Out

**Hey, guys! Welcome to the new chapter of Alien Force Unite, and I hope that you will like it...anyway, I don't own anything, except for my OC'S.**

**NOW LET'S GET ON WITH THE STORY!**

{Episode 4: Max and Laura Out}

It was a dark and rainy night in Santa Mira as we see two people, wearing trench coats and fedoras, standing outside of a dinner while sharing an umbrella as they stoically walked inside. Once inside, they placed their umbrella on near the door as they walked over to a booth and sat down. Unknown to them however, a cashier lady was staring at them suspiciously as she walks over to them and greeted the strangers with a fake smile.

"Would you two like to hear the specials?" She asked as one of the duos took off their fedora, revealing himself to be a familiar 65-years-old with short grey hair, grey eyes, and a few wrinkles. Underneath his trench coat, he wears a red Hawaiian shirt with brown pants and black shoes. His name is Max Tennyson, Ben and Gwen's grandfather.

"Just coffee," Max says as she nodded and wrote down his order before turning to her other customer. "How about you, miss?" She asked as the woman took off her fedora, revealing herself to be a 37-year-old woman with long blue hair that reaches to her waist, light skin, and crystal blue eyes. Underneath her trench coat, she wears a black jacket with a white shirt underneath, a blue hairclip on her hair, black jeans, and wears a gun holster on her waist. Her name was Laura Cunningham, Vanessa, and Sabrina's mother.

"The same, but with sugar," Laura says as the cashier lady nodded, and walked over to the counter as she begins making their coffees.

"Don't get too many strangers here. What brings you two to Santa Mira?" Cashier lady asked.

"We heard this place was good for fishing, so my buddy here forced me to drive him here," Laura answered as Max gave her an amused glare, and the Cashier Lady raises an eyebrow.

"Our fish are farm-raised...and it's the rainy season." She says while walking over to them with a silver platter in her hands as Laura smirked.

"As you can see, he was misinformed," Laura says as Max grinned at her before blinking confusedly as the cashier lady placed the platter in front of him.

"Here's your special."

"We didn't order that," Max says as Laura looks down at the platter, and squints her eyes suspiciously at it.

"Oh, don't worry about that. It's on the house." Cashier lady says with a grin as Laura noticed a small tentacle poking out, and she gasped.

"Max! Get down!" Laura screamed as Cashier Lady opens the tray to reveal a Xenocytye hissing at a surprised Max angrily. Laura reacted quickly as she shoves the small alien away, and Cashier Lady growls at her annoyedly as she reared back her hand and slapped Laura to the ground.

"Laura!" Max screamed as Cashier Lady runs at him at speeds not possible for someone her age, and grabs him in a chokehold. Max grunted as he threw back his head and gave her a headbutt, but it didn't seem to faze her as she grins evilly. "You are one strong lady...or are you!?" Max screamed as he reached over her face and pulled it off as a flash of blue light appeared, and we see a DNAlien hissing at him angrily. Max glared before suddenly smirking as he ducks down, and the DNAliens was confused at his actions. Before hearing a click as he looks up, and gasped as he saw Laura standing over him with a strange alien-like gun in her hands.

"Bang," Laura says with a playful smirk as she pressed the trigger, and the DNAlien squealed in pain before falling on the ground unconscious as Max rubs his throat.

"Well, that was the worst service I ever had, thanks for the help, Laura," Max says as Laura smiled.

"You're welcome. Oh, and also..." Laura says before pointing her gun at her left as she shot the Xenoctye alien that was trying to attack Max from behind. "Don't let your guard down," Laura says as Max grins at her.

"Wasn't that what I used to tell you when I first train you?" Max asked as Laura smirked.

"Yep, I guess you're getting too old to remember your own rules." Laura joked as Max rolled his eyes, and looks down at the unconscious DNAlien with a frown on his face. "What's wrong, Max?" She asked as Max sighs.

"I'm just concerned about my grandson, Kevin. I just don't understand what they want him, he's just a normal kid. He's nothing like his sister or his cousin, so why did the DNAliens captured him?" Max asked with a worried look on his face as Laura placed a hand on his shoulder.

"I know how you feel, Max. I worry about my daughters every day since I had to fake my death, but that's why we're here to rescue your grandson and put a stop to whatever is they're planning." Laura says with a determined look as Max smiled slightly.

"Yeah, we will," Max says before frowning. "And I want to say that I'm sorry for forcing you to come out of your retirement and helping me with the DNAliens. If there was someone else that was as capable as you, I wouldn't have called for help, but-"

"I understand, Max," Laura says, interrupting Max as she sighs heavily. "It was tough having to abandon my family, but I needed to do what needs to be done to ensure their safety. And who knows? Maybe after we're done, I can return to them someday...I just hope they don't hate me for forcing them to go through that drama." Laura says with a sad expression as Max smiled at her warmly.

"There's no need to worry, Laura. By what you tell me, the girls absolutely love you and will be happy to see you alive. But if something happens, just know that I will be there to support you." Max says as Laura smiled.

"Thanks, old man." Laura joked as they shared a laugh.

* * *

"Uh, no. Or let me put it another way, no." Kevin says while washing his car in a local car wash as Ben, Vanessa, and Sabrina were trying to convince Kevin to go on a mission with them, but he wouldn't budge.

"Come on, Kevin, he's my cousin. He was supposed to come home from college 2 days ago." Ben says as Kevin scoffed.

"And you want me to waste my time, driving my car, looking for your cousin?" Kevin asked as Vanessa raised an eyebrow and placed her hands on her hips.

"Oh, so you got something better to do?" She asked as Kevin opened his mouth, but closed as he sighs.

"Okay, I don't. I just don't want to drive around looking for someone I barely know." Kevin says as Ben sighs.

"Look, I know how it sounds, the police said to wait, I'm sure he's fine, we just don't know where he is." Ben says as Kevin rolled his eyes.

"Daytona Beach or Fort Lauderdale. He's a college student." Kevin says as Ben shakes his head.

"No, he called from the road and said his car broke down on some town called Santa Mira. We haven't heard anything since. His folks are worried."

"And I'm supposed to care, why?" Kevin asked as he felt someone tug his pants and looks down as he saw Sabrina frowning at him.

"Because you're a good guy, and want to help people," Sabrina says as Kevin raises an eyebrow at her, and Gwen showed up as she placed her hands on the young girl's shoulders.

"And because he's my brother," Gwen says with a worried look as Kevin stared at her for a few seconds and nodded.

"Alright, get in," Kevin says as everybody smiled and got into Kevin's car as they drove off to Santa Mira.

"You're really sweet to do this, Kevin. Ken is-" Gwen says before getting interrupted by Kevin as the older teen laughed.

"Wait, 'Ken'? Your brother's name is Ken? Gwen and Ken Tennyson? What's your folk's name? Sven and Jen? I'm talking to you, Ben." Kevin says while turning to Ben with an amused look as he and the others rolled his eyes at his immaturity.

"Yes, our names rhyme, and you noticed. Good for you." Ben says sarcastically as Kevin chuckled.

"I'm just having some fun, man. I don't see the big deal." Kevin says as Gwen beams.

"Ken took Ben to his first soccer game. When his band played, he snuck me and my friends backstage. Ken's the coolest guy in the world." Gwen says as Kevin nodded, and turned to the Cunningham girls.

"And, why are you two looking for Ken?" Kevin asked as they raised an eyebrow at him.

"There is such a thing as wanting to help your friends with their problems, Kevin. Me and Sabrina feel bad for them, so we're going to help them find Ken. Besides, I'm pretty sure that if Sabrina gets missing, you guys will help me." Vanessa says while hugging Sabrina as Ben and Gwen nodded.

"Nah," Kevin says as they glared at him.

"Kevin!" Sabrina says with her cheeks puffing out in anger as Kevin smirked at their reaction, and laughed.

"Guys, I'm just joking, off course, I will help." He says just as they passed a sign that says 'Welcome to Santa Mira'. "Anyway, for a guy who's so cool, he sure picked a lame spot for spring break," Kevin says as Gwen rolled her eyes.

"Kevin _is_ totally cool, and he didn't pick where the Awesome-Mobile broke down," Gwen says as Kevin laughed.

"The 'Awesome-Mobile'?" Kevin asked while giving Ben a disbelief look as even the girls stared at him.

"His car. I told you he's cool," Ben says as Vanessa and Sabrina gave each other knowing looks, but didn't say anything as Kevin rolled his eyes.

"Oh, yeah, who could doubt it?" Kevin says as Vanessa shakes her head at him before turning to Ben.

"So, what's the play, Ben?" Vanessa asked as Ben went to his leader mode.

"I say we hit all the garages in town. Find Ken's car, find Ken."

"Good idea," Kevin says, agreeing with Ben's plan as he drove towards the nearest garage. "I mean, how many garages can this hole support?"

**[Two hours later]**

"Five...five garages. One horse town, five garages?" Kevin asked annoyedly as he, Gwen, and Sabrina stood outside of the fifth Auto Shop they searched as the rain poured down on them.

"Yeah, that does seem a little excessive," Sabrina admitted with Gwen covering her head from the rain with her shirt.

"Five garages so far, and if the Awesome-Mobile isn't in this one, we have to keep looking," Ben says while looking through the window of the shop with Vanessa as they were trying to search for the Awesome-Mobile.

"All, I'm saying is that a small town doesn't need five garages," Kevin says as Vanessa turns her head, and spotted a beat-up car that looks like it's going to break any minute now as she sighs.

"Well, no dice, all that is in there is an old car that looked like it got beat up with metal bats," Vanessa says as Ben raised an eyebrow, and peeks in as he beams.

"Bingo." Ben says as Kevin suddenly appears beside him and pushes him to the side.

"You found a bingo game?" Kevin asked as Ben glared at him briefly, and shakes his head.

"No, I find his car," Ben says as Vanessa gave him a dumbfounded look.

"Wait,_ that's_ the Awesome-Mobile? Is the name supposed to be ironic?" Vanessa asked as Ben shrugs sheepishly, and Kevin laughed.

"That's the Awesome-Mobile? That thing makes the Rustbucket looks like a Ferrari." Kevin says as Gwen walked up to the shop as she tried to open the door, but groans as it was closed.

"Damm, the door is closed. Maybe we should-" Gwen says before getting interrupted by Kevin as the young Osmosian kicks the door opens. "Kevin!" Gwen scolds as Kevin grins and walks into the building.

"Don't worry, Ken is so cool, he'll be happy to pay for that." Kevin says as everybody sighed but walked into the garage reluctantly as Sabrina stayed behind with an apprehensive look on her face.

"What's wrong, sis?" Vanessa asked while popping her head out of the doorway as Sabrina looks up to her nervously.

"Isn't this technically breaking and entering? Aren't we going to jail if we go inside?" Sabrina asked as Vanessa scoffed and rubbed her hair.

"Don't worry, sis, we're superheroes, so we're allowed to break into buildings if we're trying to investigate something which we are doing right now."

"Oh, okay," Sabrina says with a smile, feeling much better about the whole ordeal as she skipped into the building, and Vanessa shakes her head amusedly as she followed after her sister.

"Ah, dirty laundry for Mom to clean, this guy is a class act," Kevin says while inspecting Ken's car as Gwen did the same.

"There must be a clue in here to help us find, Ken," Gwen says as Kevin raised an eyebrow.

"What? Like maybe he left a note or something?" Kevin says as Ben pops open the hood, and he blinks in confusion at what he sees.

"Uh, Kevin? You might want to take a look here." Ben says as Kevin walked over to him, and his eyes widen as he spots a small purple device planted on the car's engine.

"Well, well, well, what do we have here?" Kevin asked while grabbing the small device as everybody stared at it suspiciously

"What is that thing?" Sabrina asked.

"The only thing here that is not covered in rust. It's alien tech. It projects a field that dampens internal combustion." Kevin explained.

"Which means what?" Sabrina asks as Vanessa's eyes widen.

"It means that someone sabotaged his car!" Vanessa says as Gwen gained a worried look.

"But why would someone sabotage his car? Ken's to-"

"Too cool?" Kevin asked as Ben shakes his head.

"Too normal, he doesn't know anything about aliens. Heck, he doesn't know that me and Gwen have powers or that Grandpa Max is part of the plumbers, why would they go after him?" Ben asked as Vanessa thought carefully and leaned against the car...and winced in disgust as she felt something slimy hits her butt.

"Oh, that better be not what I'm thinking it is," Vanessa says as she turns around and sighs in relief at the sight of the alien slime.

"Oh, good, it's just alien slime," Vanessa says as Sabrina raises an eyebrow at her.

"What did you think it was?" Sabrina asked as Vanessa blushes and looks away.

"I will tell you when you're older," Vanessa says just as the Zennatrix and the Omnitrix began beeping.

"Huh? What's going with my Omnitrix?" Ben asked while raising his beeping Omnitrix as Vanessa did the same with her Zennatrix.

"And, what's going on with my Zennatrix?" Vanessa asked as she experimentally brings her Zennatrix closer to the slime, and noticed that the beeping gets louder. "Interesting, whatever this slime is, it's affecting our watches."

"What's going on here?" Gwen asked as Ben was about to respond, when suddenly the doors opened as two men, wearing overalls as one of them carried a white box in his hands.

"Wouldn't mind knowing that myself. What are you doing in my garage?" One of them asked as the one holding the box placed it on the ground, and gave the teens a toothy grin.

"If you want, I can call the sheriff."

"Yeah, you do that..." Ben says as he squints his eyes at the name tag stitched on the mechanic's shirt. "...Shem and Moe, I bet he'd be really interested to find out what happened to the teenager who owned this car." He says while narrowing his eyes at the mechanic as Shem grins.

"What do you mean? How should we know? He dropped off the car, we fixed it, and he never came back." Shem says before frowning as Kevin turned on the car, but the engine sputtered as smoke come off of it.

"You fixed it, huh?" Kevin asked as Gwen and Sabrina eyed the white box suspiciously, and walked over to it.

"W-We was aiming to fix it, but things got busy here." Moe says nervously as Ben and Vanessa looks around the empty garage, and eyed him suspiciously.

"Yeah, the workload looks brutal," Ben says sarcastically as Vanessa crossed her arms.

"I can't wait to see a real busy day looks," Vanessa says as the girls opened the box and gasped at what was inside.

"Guys, you might want to take a look at this," Gwen says as Ben and Vanessa walked over to them and peeked into the box.

"More slime?" Vanessa asked with their devices beeping again as Ben turned to the nervous mechanics, and gave them a serious look.

"Alright, enough games, what is this stuff, and who are you guys?" Ben asked as thunder roared down, and the mechanic's bodies fizzled in and out of existence as Alien Force was surprised to see that they were actually DNAliens wearing ID Masks.

"Oh, great. It's those DNAliens again." Vanessa says with an annoyed look as she pushed Sabrina behind her.

"Or should we call them DNAhillbillies." Kevin joked as Moe's neck suddenly swelled up, and he turns to the young Osmosian as he spits a giant blob of slime that trapped Kevin to the wall.

Before the others could react, Swem and Moe's necks swelled up as they used their combined slime to trap Ben and the girls to a wall. The heroes struggled to escape from their bonds as Shem and Moe took off their ID Masks, revealing their true forms as they walked intimately towards them.

"Ugh, I can't reach for my watch," Vanessa says while trying to reach for her watch, but couldn't as Ben nodded.

"Can't reach for mine either," Ben admitted as Sabrina looks at her trapped hands, and narrows her eyes in determination as she grunted and managed to free her hands.

"But I can!" Sabrina exclaimed as she reached over to their watches, and activated them as she slams the cores down, and a big flash of green/purple light occurred as Ben and Vanessa transformed into...

**"Humungausaur!"** Ben roared out with the warehouse shaking from his yell as the DNAliens looked up at his imposing form nervously.

**"Hellbound!"** Vanessa yelled out as she easily broke through her and Sabrina's bonds. Sabrina landed on Hellbound's back as the Vulpimancer roared at the DNAliens angrily, and they backed up in fright from the intimating beast. Gwen grunted as her eyes glowed pink, and she used her Mana vision to break from her bonds.

Standing up, Gwen threw a Mana blast at one of the DNAliens, knocking him down as the other DNAlien was about to attack the Anodite, but Vanessa wouldn't have it as she leaps towards the DNAliens and bits his hand as he squealed in pain, and Hellbound threw him to a wall as he got knocked out.

The last remaining DNAlien stood up from the ground as he rubs his head dizzily and noticed that his partner got knocked out as he grew angry and was about to attack Hellbound. But Humungausaur suddenly appears in his face as he let out a loud roar that made the alien piss his pants, and he tried to run away, only to get clotheslined by a metal covered Kevin as the Osmosian grinned down at him.

"That's a work-related accident, you can sue." Kevin quipped as the DNAlien groans and slowly went unconscious as Kevin turned to his team. "We got them, now what?" A few minutes later, we see Alien Force driving up at the same dinner where Max and Laura were as everybody got out of the vehicle.

"So, why are we doing here?" Vanessa asked as Gwen looks around the dinner.

"I thought that if we retraced Ken's steps, we'd find a clue, but there's nothing here." Gwen says just as they heard a loud noise coming from a red truck as they glanced at each other and nodded as they sneakily walked up to the truck, and Ben opens the door. The gang was surprised to see a DNAlien sitting at the back of the truck as he was handcuffed by a pair of energy cuffs, and his mouth was gagged by a red cloth.

"Another DNAlien?" Vanessa asked as the alien was startled by their presence, and accidentally knocked over a bucket filled with slime.

"Ewww, more slime," Sabrina whined with her face going green as Kevin reached over and pulled off the red cloth from its mouth as he glares at him.

"Alright, start talking," Kevin demanded as the DNAlien was about to respond when suddenly the Omnitrix and the Zennatrix begins beeping again.

"What's up with you?" Ben asked rhetorically as he experimentally waves his Omnitrix around the slime, and it beeps louder.

_"Unknown DNA sample acquired."_ The Omnitrix says with a robotic version of Ben's voice as everyone eyes widen in surprise.

"Whoa, I didn't know that our watches could talk," Vanessa says as Ben looks down at his Omnitrix in confusion.

"Me neither." He says as Gwen looks down and gasped as she saw a familiar red cloth lying on the ground.

"Ben, you might want to take a look at this," Gwen says while grabbing the red cloth as Ben gasped.

"This is from his favorite shirt," Ben says while grabbing the cloth as the others gave the cousins confused looks.

"Who's favorite shirt?" Kevin asked.

"Grandpa Max," Gwen says as Sabrina felt something touch her feet, and she looks down as she gasps at what she sees.

"V-Vanessa," Sabrina says nervously while grabbing the object from the ground as Vanessa turns to her, and felt her face go pale as she saw a familiar blue hairclip resting in her sister's hands.

"N-No, it can't be. That's impossible!" Vanessa says while backing away as she nearly trip, but Ben caught her.

"Vanessa, what's going on?" Ben asked worriedly as Vanessa shakily pointed at the hairclip at the trembling hands of Sabrina.

"T-That's my mother's hairclip. She always wears it because it was a gift from her grandmother." Vanessa explains as everyone stared at her in shock.

"Wait, does that mean that your mother is-"

"Alive." Vanessa finished with a haunted look on her face as Gwen's eyes widen before growing angry as she raises her hand and used her powers to slam the DNAlien against the wall as he grunted in pain.

"Tell us who tied you up, now!" Gwen ordered as the DNAlien whimpered in fear from the young teenager's angry gaze.

"M-Max Tennyson and L-Laura Cunningham. They said that they were trying to find some kid." He says as Vanessa and Sabrina's eyes widen.

"That's mommy's name!" Sabrina screeched out as Vanessa remained silent with an emotionless look on her face, and Ben gave her a worried look as he placed a hand on her shoulder. But she didn't seem to respond to his comforting look as she still seems to be in shock.

"Where is he!?" Gwen asked as the DNAlien winced from her yell.

"I don't know! He cuffed me and left me here!" The DNAlien says as Gwen grows angry and slammed him against the wall again as the DNAlien yelled out in pain.

"Not him! He can take care of himself! The kid! Where is my brother!?" Gwen asked with her eyes glowing pink as the DNAlien shrinks back from her angry demeanor, and trembles in fear.

"H-Hatchery."

* * *

At the Hatchery, we see a DNAlien interrogating a young adult male, who was tied up in a chair as he looks up at the alien fearfully. The young adult male is 18-years-old with green eyes, red hair, and his outfit consisted of a blue jacket with a white shirt underneath, brown pants, and white shoes. His name is Kenneth Tennyson, but he prefers to be called Ken.

"I told you! I told you! I don't know where my grandfather is! I don't know anything!" Ken yelled as he tried to escape from his bonds, but it proved to be futile.

"I believe you." The DNAlien says before walking over to a table filled with torture tools as he reaches down, and grabs a small white box.

"W-Who are you?" Ken asked with a scared look as the DNAlien grins darkly, and turns to him with the box in his hands.

"I'm glad you asked, Ken." He says while opening the box as he pulled out a Xenocyte. "But I think the best way to get to know someone is to walk a mile in their shoes." He said as Ken eyed the small tentacle alien warily.

"What is that?"

"...My shoes." The DNAlien says as the Xenocyte sprang to life, and leaps towards Ken's face as the horrified screams of the teenager could be heard throughout the factory. Meanwhile, outside, we see the gang arriving at the Hatchery as they got out of the car and ran over to the building while passing through a large metal fence that looked like it was forcefully ripped apart by someone with a tremendous amount of strength.

"I'm cold and wet," Kevin complained while hugging himself for warmth as Ben rolled his eyes.

"No, duh," Ben says, before pointing over at a large tower, that resembles the weather tower that they took down a few weeks ago. "Weather machine the aliens are making the weather cold and rainy for...whatever is they're doing."

"How do we get in without getting spotted?" Gwen asked as Vanessa looked around and spotted a waterway as she grins.

"Guys, I think I found a way to get in without getting spotted by the DNAliens," Vanessa says while pointing at the waterway as they walked up to it and cringed in disgust.

"You got to be kidding me," Kevin says.

"Yeah, I'm with Kevin on this one, I am not swimming in that," Sabrina says while crossing her arms stubbornly as Vanessa shrugs.

"It's the only way, guys."

"Come on, who will be crazy enough to swim in _that_?" Kevin asked as Vanessa rolled her eyes.

"Fine, you big baby, I will go first," Vanessa says before taking a deep breath as she dives right in.

"Holy crap! Your girlfriend is insane, Tennyson," Kevin says as Ben blushed.

"She's not my girlfriend," Ben mumbles as he took a deep breath and jumps in as Gwen follows.

"Uh, on second thought, I can just stay here and keep a lookout with the kid," Kevin says as Sabrina nodded eagerly and they begin backing away.

"Yeah, so if you don't mind, we will just stay right-" Sabrina says before yelping as Vanessa appears and grabbed them by their shirts as she pulled them into the water.

Meanwhile, elsewhere, we see Max and Laura popping their heads out from the waterway as they made sure that the coast was clear before swimming over the railing as they pulled themselves out, and they're eyes widen at the sight of the DNAlien standing a few feet ahead of them. They stared at each other for a few seconds until the DNAlien came to his senses as he runs over to a small box at the end of the railing to call for backup, but he didn't even make it 5 feet before yelling out in pain as Laura shoots him through his stomach and the DNAlien coughed out blood as he fell on the ground, injured but thankfully not dead.

The DNAlien groans as Max appears and pulled out his Null Void Projector from his satchel as he pressed the trigger and watched in satisfaction as the DNAlien was sucked into the Null Void. With no further interruption, Max and Laura ran off into the building as they stealthy walked through a hallway and saw two DNAliens standing by a door. Nodding at each other, Laura set her gun to kill as Max whistled at the DNAliens to get their attention.

The hybrids ran over to investigate the noise as they were surprised to see Laura standing in front in front of them with a grin on her face and pressed the trigger as she killed the aliens in cold blood and Max disposes of the deceased alien's body by sucking the corpses into the Null Void. Once the guards were taken care of, Max and Laura ran over to the locked door as Laura opened it by overriding the system with her Plumber's badge, and Max ran in while Laura kept lookout.

"Ken!" Max yelled in horror as he saw his grandson groaning in pain and ran over to him. "Ken! Speak to me!" Max says while shaking him as Ken grunted.

"Grandpa Max...help me!" Ken says as he turned to him, revealing that he has been partially transformed into a DNAlien as Max gasped in horror.

"Kenny is okay, boy. I'm here." Max says as he grabbed Kenny by his waist and hoisted him up as he was about to call for Laura. When suddenly, he felt electricity coursing through his veins as he screamed out in pain and fell on the ground.

Hearing her partner's scream, Laura ran into the room and gasped as she saw Max lying on the ground, unconscious with Kenny standing over him as he had a taser in his hands. Narrowing her eyes in anger, Laura pulls out her gun as she was about to threaten him to surrender. When suddenly, she felt a blunt object hit her head as she moans in pain and fell down unconscious.

* * *

"Next time you guys ask me a favor, remind me to say no," Kevin says grumbly as he and the others were swimming through the waterway.

"Will you please stop whining already? It's getting on our nerves, I mean, Gwen's brother is captured by the DNAliens and all you care about is getting wet?" Vanessa asked, fed up with his whining as Gwen nodded.

"Yeah, you don't see Sabrina complaining much, and she's 9-years-old!" Gwen says before she and the others duck down to swam beneath a metal bar and resurfaced on the other side as they gasped for air.

"At least he's dry, and this stuff smells like-" Kevin before flinching as he felt something fast and small swamp between his feet. "What was that?" Kevin asked as his team gave him confused looks.

"What was-Ah!" Sabrina asked before yelping as she was pulled into the water.

"Sabrina!" Vanessa screamed as small tentacles appeared out of the water and grabbed the heroine by her neck as it pulls her into the water.

"Vanessa!" Ben yelled as Gwen was pulled into the water and the boys immediately sprang into action as they dived right into the water.

At the bottom of the waterway, we see the girls struggling to escape from their unknown enemy as Vanessa opens her eyes and yelped in shock as she saw a whole horde of Xenocyte hissing at them. Glaring at them, Vanessa reached for her watch and activated it. Before the parasites could react, Vanessa slammed her hand down on her watch as a purple flash occurred, and we see Vanessa transforming into...

**"Wave Shredder!"** Vanessa yelled as she easily pushed off her attackers and swam after the girls as she waved her hands and threw the Xenocytes off with a small wave of water. Gwen and Sabrina smiled in gratitude at Vanessa as the boys appeared, and Wave Shredder motioned them to take the girls to safety. Nodding, Ben grabbed Sabrina while Kevin grabbed Gwen as they swam up to the surface.

With her friends out of harm's way, Wave Shredder didn't have to hold back as she glared at her attackers and raised her hands as she constructed a giant water construct of an octopus. The Xenocytes squealed in fear as Wave Shredder smirks and mentally commanded her octopus to attack the Xenocytes. Complying with his mistress demands, the octopus raised his tentacles and swung at the horde of the Xenocytes.

Slicing the majority of them in half as Wave Shredder raises her hands and her octopus changed into a giant shark construct and began eating the leftover Xenoctyes as they squealed in pain, and the water was tainted with purple blood. Back with the others, we see Alien Force resurfacing as they gasped for air.

"Do you think Vanessa's going to be okay?" Ben asked worriedly just as the water ahead of them turned purple as water suddenly shout upwards, and they saw a pack of half-dead Xenocytes fly through the air. A flash purple light appeared underwater, and Vanessa popped up as she grins at the shocked looks of her friends.

"Okay, they won't be bothering us anymore," Vanessa says before swimming ahead as Ben, and the others watched her go with surprised looks. Shaking their heads, Alien Force swam after her, and everybody saw another metal gate blocking their way into the Hatchery.

"Well, this just got worse. It looks like we have to swim under it." Ben says as Kevin groans.

"Oh, you're not saying," Kevin says as everybody took deep breaths and dived into the water. "Proving my point that this is the worst road trip ever," Kevin says before diving into the water as he and the others began swimming. Alien Force swam through the waterway as they looked down and were shocked to see a bunch of Xenocyte eggs lying in the bottom. Not wanting to wake them up, Alien Force ignores them as they swam up to the surface and gasped for air. After a minute of catching her breath, Vanessa opens her eyes and yelped as she saw a crowd of DNAliens surrounding them.

"...Aw, shit." Vanessa cursed as Ben groans.

"We are _not_ stealthy."

"But we are good at kicking ass!" Kevin says as Alien Force grinned and nodded as Ben and Vanessa activated their devices, and slammed down on their watches as they transformed into...

**"Big Chill!"** Ben yelled as he spread out his wings and flew out of the water as he glared down at the DNAliens. Turning intangible, Big Chill flew through 3 DNAliens and froze them from the inside out as they cried out in pain. "What's wrong? I thought you guys liked it cold?" Ben quipped as the DNAliens whimpered in pain.

**"Webtail!"** Vanessa yelled as she held out her hand and shout out a web line as she pulled herself out of the water and landed between the DNAliens. They looked at her in surprise before snarling as they raised their hands to attack her, but Vanessa reacted quickly as she held out her hands and webbed their faces. The DNAliens struggled to rip the web from their faces as Vanessa used the distraction to her advantage and leaped into the air as she used her hands/tail to ensnare them in cocoons made out of web.

Kevin and Sabrina got out of the water as the DNAliens surrounded them. Kevin smirked as he absorbed the concrete below and covered himself in concrete armor as he charges at the group. The DNAliens didn't stand a chance as Kevin rammed right through them and begins punching them left and right.

Not wanting to sit in the sidelines, Sabrina decided to help out as she looked around and spotted a nearby crowbar as she grabbed it and stood in a fighting stance as the DNAlians charged at her. One of the DNAliens took a swipe at her, but she dodges him easily thanks to her small stature as she yelled out and struck his leg with her pipe. The DNAlien screamed out in pain as Sabrina ran over to him and grunted as she pushed him into the waterway. The group of DNAliens hissed at her angrily as they were about to attack her, but stopped at the sight of Kevin appearing beside the young girl as they grinned at them and charged.

Gwen floats on a mana platform to get a better view of the battle as she helped out the team by blasting any DNAlien that came close to them. Speaking off, Gwen noticed a DNAlien about to attack her from behind as she turned around and blasted him back as the DNAlien groans in pain and falls to his knees. Gwen floats down to the groaning DNAlien as she raised her glowing pink hands and was about to finish him off until she saw the DNAlien's face as Gwen gasped.

"No, it can't be," Gwen says in horror as she saw Kevin and Sabrina running up to the DNAlien. "No! Wait!" Gwen yelled as she put a mana wall in front of them, stopping them in their tracks as Kevin and Sabrina looked up to her confusedly.

"What the hell is wrong with you? We were just following your lead!" Kevin says as Sabrina nodded.

"Yeah, what's wrong?" She asked, but Gwen couldn't answer her as she saw Ben and Vanessa flying/swinging towards the DNAlien.

"No! Get back!" Gwen screamed as she put a mana wall in front of Big Chill and Webtail, and they slammed against it as they fell down on the ground.

"Ow! Gwen, what gives?" Webtail asked while rubbing her head as Gwen glares at them.

"Alien Force stand down! Don't hurt him! That's Ken! That's my brother!" Gwen shouted as Alien Force gasped and turned to the DNAlien as they were shocked to see that it was actually Gwen's brother Ken still partially transformed into a DNAlien as he gave the teens a pleading/scared look.

* * *

A now conscious Max and Laura were being escorted by two DNAliens guards as they dragged them to a door and opened it. Shoving Max and Laura inside, the Plumbers noticed that they were lead into a room filled with what appears to be red vines. Max eyed them curiously until Laura nudges him as she pointed ahead, and they saw a Highbreed working on something on his computer as he had his back turned against them.

"Max Tennyson and Laura Cunnigham, you two have been active in your retirements," Highbreed says as Max and Laura smirked.

"Oh, this is really just a hobby now. Men my age have to stay quite," Max says.

"What can I say, Highbreed? Fighting you ugly asses is a good exercise for a woman of my age." Laura says as Highbreed growled in annoyance.

"You two have been great irritation to us, vermin. You two have delayed our plans for too long."

"It's obvious you been producing these parasites here," Max says while pointing at a box full of Xenocytes as Highbreed nodded.

"Xenocytes, yes." He says as Laura crossed her arms.

"And that they somehow transform humans into these disgusting freaks." She says while gesturing their DNAlien guards as they glared at her

"It can't be helped," Highbreed says with a shrug as he turned his back against them. "Their human halves make them...repulsive."

"All we want to know is why?" Max asked as Highbreed didn't say anything for a few seconds before snapping his fingers as his guards grabbed the Plumbers, and bends them to their knees.

"You will soon see for yourself, insects. We're only hours away from completing the most crucial part of our plan." Highbreed says as Max glares at him.

"But why my grandson? Why change Kevin?" Max asked as Highbreed smirks and turned to them.

"He was brought here as bait. We were even thinking of kidnapping Cunningham's brat, but we figured one vermin was enough." Highbreed as Laura's eyes widen before growling angrily as she pushed off her captors and glared at the tall white alien.

"If you _ever_ try to touch my daughters, I swear I will-" Laura says before yelping in pain as Highbreed smacks her to the floor.

"Laura!" Max yelled as Highbreed glares at the whimpering form of Laura.

"How dare you talk to me like that, _insect_!?" Highbreed says venomously as the DNAliens recovered from Laura's surprise attack, and walked over to her as they grabbed her. "Take them out of my sight. Without them in the way, nobody will be ever to stop us." Highbreed says as Max and Laura glared at him hatefully before being pulled away by the DNAliens as Highbreed watched them go with a smug look on his face.

* * *

Big Chill, Webtail, Kevin, and Sabrina stared at the mutated Ken in shock as Ben and Vanessa changed back into their human forms, Kevin took off his body armor, and Gwen floated down from her platform.

"I can't believe it. You're right, it _is_ Kevin." Ben says while staring wide-eyed at Kevin as he couldn't believe what the DNAliens had done with his cousin.

"_That's_ Ken? He's actually less cool than his car."

"Kevin!" Sabrina chides while smacking his shoulder as Gwen stared at her brother with tears in her eyes.

"We got to help him," Gwen says as she was about to walk over to him, but Ben stops her.

"Wait, Gwen. Ken tried to attack you earlier, whatever they did to him is messing with his mind." Ben says as Ken groans.

"W-What they did... to me...WAS SET ME FREE!" Ken shouted as he grabs a nearby unconscious DNAlien, and throws him at Ben, Gwen, Vanessa as they ducked down.

"Let's get him!" Kevin yelled while absorbing the ground below as he was about to attack Ken, but Sabrina stops him as she jumps onto his leg. "Hey, what are you-"

"No! Don't hurt him! It's not his fault!" Sabrina yells as the others recovered from the surprise attack, and Gwen raised her hands as she trapped Ken in a mana cage.

"She's right, he's just sick. It's that thing on him, it's making him do this." Gwen says while pointing at the Xenocyte on Ken's head as Kevin walked up to Kevin.

"Then, let's get it off him," Kevin says as he grabbed the Xenocyte and begins pulling as Ken screamed in pain.

"Kevin, wait! You're hurting him/Stop Kevin! You're just making things worse!" Ben and Vanessa yelled as they grabbed on to his arm and were about to pull him away when suddenly, the Omnitrix and the Zennatrix began beeping loudly.

_"Severe genetic damage detected."_ The Omnitrix and the Zennatrix said in unison with Ben and Vanessa voices as the teens blinked.

"What the hell?" Ben says while staring at his watch weirdly as Vanessa pokes her device.

"Zennatrix? Is that you?" Vanessa asked as the Zennatrix beeped.

_"Yes, Mrs. Cunningham. It's finally good to make your acquaintance."_ The Zennatrix says with a robotic version of Vanessa's voice as the Omnitrix beeped.

_"And, I'm happy to finally meet you face to face properly, Mr. Tennyson."_ The Omnitrix says with a robotic version of Ben's voice as the brown-haired teenager steps back in shock.

"Wait a minute, you could've talked this entire time, and you never said anything?" Ben asked with an annoyed look.

_"Not the entire time, Mr. Tennyson. When I first arrived here 5 years ago, I suffered some glitches that forced me not to be able to talk to you. The glitch was only fixed when I was finally able to reboot myself a few months ago."_ The Omnitrix says as Ben raised an eyebrow in confusion.

"Then why haven't you said anything until now?"

_"I was working up the courage to talk to you. I didn't want to freak you out."_ The Omnitrix says as the Zennatrix beeped in agreement.

_"That's also my reason for not talking to you until now. I didn't want to stress you out after...the incident occurred."_ The Zennatrix says as Vanessa frowned at first at the mention of the event, but smiled at her watch nonetheless.

"Thanks for the consideration, Zennatrix. Anyway, you and the Omnitrix mentioned something about genetic damage?"

_"Oh, yes, we detected a genetic code splicing error, and we were wondering if we should attempt to repair?"_ The Omnitrix asked as Ben smiled.

"Try to fix, Ken? Yeah, let's do this!" Ben says before turning to Vanessa. "Are you with me, Vanessa?" He asked as she smirked.

"Anytime, what about you, Zennatrix?"

_"I'm ready whenever you are, Mrs. Cunningham. Just place your hand on Ken's head as well as Mr. Tennyson, and me and my brother will do the rest."_ The Zennatrix says as Vanessa and Ben nodded, and placed their hands on Ken's head. "Let's begin fixing the genetic splicing error, brother."

_"Affirmative, sister."_ The Omnitrix says as a flash of green/purple light occurred, and the next thing the teens knew. Ben and Vanessa find themselves floating across a green/purple tunnel as purple/green electricity bounced around like wildfire.

"Whoa! We're inside the Omnitrix and the Zennatrix!" Ben says in amazement as Vanessa looks around in wonder.

_"Yes, you're quite right about that, Mr. Tennyson."_ A voice says beside them as Ben and Vanessa turned their heads and were surprised to see a hologram of Ben floating beside them as he waved at them. The hologram looks exactly like Ben, except that he has green glowing eyes, dark green hair and wears a green/black version of his outfit.

"Whoa! Who are you?" Ben asked as a cough was hear beside them, and they turned around, only to gasp in surprise as they saw a hologram of Vanessa floating beside them with a cheerful look on her face. The hologram looks exactly like Vanessa, except that she has glowing purple eyes, light purple hair, and wears a purple/black version of her outfit.

"And who are you?" Vanessa asked with a creeped out look as Ben pulled her into his arms protectively, and glances warily at the holograms.

_"Don't panic, Mr. Tennyson and Mrs. Cunningham. We're the holographic avatars of the Omnitrix and Zennatrix's A.I."_ The Omnitrix's A.I. replied as the Zennatrix's A.I. nodded.

"Okay, but why do you look like us?" Ben asked.

_"Our avatars take the forms of whoever is currently wearing us."_ The Omnitrix explains as Ben nodded, and Vanessa glanced at the A.I.'s curiously.

"Okay, so why are you here?" Vanessa asked as her hologram smiled.

_"We're here to help you cure Mr. Tennyson's cousin."_ She says as Vanessa nodded.

"Okay, that's cool, but you don't have to call us by our last names. You can just call us, Vanessa and Ben." Vanessa says the holograms nodded.

_"If it makes you comfortable."_ The Omnitrix's A.I. says as Vanessa frowns.

"Also, we need to come up with a name for you guys since the Author is getting sick of calling you 'Omnitrix and Zennatrix' all the time." Vanessa says as the holograms eyed her curiously.

_"A name? We never needed a name before." _The Omnitrix says as the Zennatrix eyed her current watch bearer curiously.

_"What would you two call us then?"_ They asked as Ben and Vanessa thought carefully.

"How about...Omni?" Ben suggested as the Omnitrix blinked and stared off into space.

_"Hmmm, its a cliché name, but I like it. You can call me, Omni, from now on."_ The newly named Omni says as Vanessa turns to her A.I.

"And I can call you...Zeda." Vanessa says with a smile as the Zennatrix smiled back.

_"It's short, but it sounds cute. I will take it."_ The newly named Zeda says as the teens smiled. _"Now, come on. Let's save the poor boy before the Xenocyte fully takes him over."_ Zeda says as the teens nodded, and the holograms grabbed their users by their arms as they flew them through the green/purple tunnel. Until they were face-to-face with a giant version of Ken as he had his eyes closed.

Ben and Vanessa nodded to each other as they flew over to Ken and reached over to the parasite as they grabbed on to it and began pulling. Small tentacles reached out to attack the teenagers but were blasted away Omni and Zeda as they shared a high-five with each other. Ben and Vanessa grunted in effort as they struggled to pull off the Xenocyte from Ken's head as the holograms flew in and grabbed on to their user's waist as they began pulling all together and suddenly, a flash of green/purple light occurred.

After a few seconds of waiting for the flash to die down, Ben and Vanessa opened their eyes as they felt something slimy in their hands and looks down. Ben and Vanessa cringed in disgust at the sight of a groaning Xenoctye resting on their hands as the Xenocyte hissed at them weakly and the teens rolled their eyes as they threw it away. Wiping their hands, the teens turned to Ken and were relieved to see him back in his human form as Gwen frees him.

"We really got to get instruction manuals for these things," Ben says to Vanessa, who nodded in agreement as their watches beeped.

_"Yeah, good luck with that,"_ Omni says sarcastically.

_"Yeah, by the time you both finished reading our manuals, you will be in your 70's."_ Zeda says as Ben and Vanessa rolled their eyes, and Kevin and Sabrina eyed their watches curiously.

"So, you can talk now, huh?" Kevin asked.

_"Yeah, and by the way, you may have redeemed, but if you ever try to absorb me again, I will blow you back even harder than last time."_ Omni threatens as Kevin glared at him.

"So, are you like a little person that lives in Vanessa's Zennatrix?" Sabrina asked innocently as Zeda laughed.

"No, sweetheart, I'm an Advanced A.I. created by Azmuth to help their users manage their devices easier. My name is Zeda." The Zennatrix's A.I. introduced herself as Sabrina.

"Nice to meet you, Zeda. You too, Omni." Sabrina says as Omni and Zeda beeped happily.

"I'm happy to meet you, Mrs. Cunningham," Omni says as Gwen ignored the talking watches and walked up to a groaning Ken as she gave him a worried look.

"It's okay, Ken. Everything is going to be alright." Gwen says reassuringly as Ken frowns and shakes his head.

"No, Gwen, nothings fine. I captured Grandpa, and some woman named Laura over to them!" Ken says panickily as he grabs his head in distress. "T-They used me as bait to capture them. I-I couldn't stop myself. I-It was like I was someone else."

"They have Grandpa Max?" Ben asked in surprise as he and Gwen shared a concerned look.

"They have my mommy?" Sabrina asked nervously as Vanessa was equally as nervous for her mother, but composed herself as she gave Ken a serious look.

"Where did they took him, Ken?" Vanessa asked as Ken calmed down and looked up to her.

"Somewhere close by." Ken says as Ben narrowed his eyes in determination.

"Let's go save them," Ben says as everybody nodded, and Ken stood up.

"I'm coming with you." Ken says as Kevin glanced at him in surprise.

"You want to help?" Kevin asked as Ken nodded, and the older teen smirked.

"Cool," Kevin says as Ken turned around and ran to where the adults were trapped as the others followed him. After walking for a few minutes, the gang walked into a familiar room as they looked around, and Ben and Gwen were delighted to see their grandpa sitting in front of them as he was tied up by red vines.

"Grandpa Max!" Ben and Gwen exclaimed as Max looked over at them in surprise before smiling.

"Ben! Gwen! Man, am I glad to see you two!" Max says as Ben and Gwen eagerly ran over to him with the boys following after them as the Cunningham sisters were about to follow as well when a familiar voice rang out.

"So, are you girls going to help your poor mother out, or what?" Vanessa and Sabrina went still as they shakily turned around and gasped as they saw their mother, alive and well, tied up by red vines as she smiled warmly at the shocked girls. "Hey, girls. Good to see you again." She says as Vanessa and Sabrina teared up and sobs as they ran over to her.

"Momma!" Vanessa and Sabrina yelled as they freed her from her bonds and hugged their mother as they cried.

"Shh, shh, there, there, mommy is here," Laura says while rubbing her sobbing girl's backs as Vanessa sniffles.

"M-Mom, I'm so happy that your alive! I thought I never see you again!" Vanessa yelled with tears of joy running down her face as Laura smiled, and kissed her forehead.

"I'm happy to see you as well, my beautiful daughter," Laura says as Vanessa smiled.

"M-Mommy, I missed you so much!" Sabrina wailed as Laura frowns and gave her daughters a regretful look.

"Vanessa, Sabrina, I have a confession to make. A few months ago, right before you found the Zennatrix and my 'death', I was called by the Plumbers to go investigate an alien case with Max. And to make a long story short, I was in deep trouble and needed to disappear for a while. The plumbers forced me to fake my death to hide from the DNAliens, so after you found the Zennatrix, I thought it was a perfect time to do it." Laura says as the girls stared at her in shock, but were even more surprised when they saw her beginning to cry.

"Oh, girls, I have to apologize for everything I've put you through for these last few months!" Laura says before leaning towards to whisper in Vanessa's ears so that Sabrina wouldn't listen. "Vanessa, I've been watching you and Sabrina ever since I left through a security camera I've placed in our house, and I'm sorry for what that worthless trash of a man has done to you! You sacrificed so much to protect your sister from his wrath, and I'm deeply grateful for you being a good sister, and I understand if you and Sabrina never forgive me because I'm a terrible mother! I let my babies get hurt physically and emotionally over some stupid mission! Please, forgive me, girls! Please, forgive me!" Laura says before falling to her knees as she begins crying. Vanessa and Sabrina stared at their mother with emotionless looks before smiling as Vanessa grabbed her mom's chin and lifted her face up as she wipes the tears from her face.

"Mom, it's okay, we understand. You had a mission to do, and you wanted to complete it to protect us. But none of that matters because you're here with us now." Vanessa says as Laura smiled, and hugged her as Sabrina hugged as well.

"Yay! Now that Mommy is here, we can be a family again!" Sabrina cheered happily as Laura smiled.

"Yes, and without that bastard of a father," Laura says as the girls smiled widely.

"Amen to that," Vanessa says just as an alarm rang out as the group stood up and looked around the room apprehensively.

**"Attention all personnel! Initiate project DNA now!"** The alarm says as Alien Force, Ken, and the Plumbers ran over to the window and saw a bunch of DNAliens extracting the DNAliens from the waterway.

"What are they doing?" Ben asked as Max glared down at the DNAliens.

"They are shipping those things somewhere, putting together a DNAlien army," Max says as Laura gave her daughter and the Omnitrix bearer a serious look.

"You have to stop them, kids. If those Xenocytes get out of here, it's game over." She says as they nodded and smirked.

"Don't worry, Mrs. Cunningham, we got this covered," Ben says as Vanessa nodded.

"Yeah, you with us, guys?" Vanessa asked while glancing down on her watch as Zeda and Omni beeped.

_"Of course, Vanessa,"_ Zeda says as Omni laughed.

_"Yeah, let's go kick some alien ass!"_ Omni says as Max blinks in surprise.

"Did the Omnitrix just talked? And why does it look different?" Max asked as Ben rubs his neck sheepishly.

"A lot has happened since you were gone. Anyway, Alien Force, move out!" Ben ordered as everyone nodded and ran out as Ben and Vanessa were about to follow, but noticed that Max and Laura haven't moved from their spots.

"And what are you guys going to do?" Vanessa asked as they smiled solemnly.

"What we have to." They said in unison as Ben and Vanessa frowned worriedly, but nodded as they ran off with the others.

* * *

Alien Force runs across the hallway of the building as they were heading straight towards where the DNAliens were extracting the Xenocytes. While they were running, Gwen glanced over at her friends and noticed how worried Ben and Vanessa look, so to distract them, Gwen spoke up.

"So, Omni? Since you have been with Ben since the very beginning, I was wondering, why is it that whenever Ben tries to pick an alien he wants, he always gets the wrong one?" Gwen asked as Ben's worriedness disappeared, and he gave the watch an annoyed look.

"Hey, yeah, whenever I try to transform into Four Arms or Heatblast, you always give me someone like Grey Matter or Wildmutt, what's up with that?" Ben asked as Omni lets out an annoyed beep.

_"Okay, first of all, I never miss-transform, and if I do, it's mostly your fault. But to answer your question, Azmuth has installed us a failsafe feature that allows you guys to transform into the alien that is best suited for the situation."_ Omni says as Ben and Vanessa stared at the Omnitrix in surprise.

"Really?"

_"Yep. For example, remember the time when you encountered the Krakken and it was threatening to eat all the people in the lake? Well, you tried to transform into the alien you named, Ripjaws. And while it is logical to use a water-based alien at a lake, Ripjaws will never be able to reach all the people in time before they get eaten, so I chose the alien you named 'XLR8' instead since it not only allows you to run on water but to save all the people around you in the nick of time."_ Omni explains as Ben blinks.

"Oh, well, if that's the case, thanks for picking the right alien for me, I guess. So, what alien do you think I should use for this situation? Humungousaur or Jetray?" Ben asked while activating the Omnitrix as he scrolled through the icons of the aliens he mentioned, and Omni sighs.

_"Ben, remember what your Grandfather said a few years ago, fight smarter, not harder. Instead of those aliens, I think it's best if you use this one."_ Omni says as the icon of Jetray changed into another alien, and Ben stared at it, confused. Before shrugging as he slammed his hand and a flash of green light occurred as he transforms into...

**"Goop!"** Ben yelled as he flew across the hallway with the help of his Anti-Gravity device and looked at his hands warily. "I hope you know what you're doing," Goop says nervously as Omni waves it off.

_"Trust me, Ben. This is the right alien for the situation."_ Omni says as Ben sighs, but nodded as Vanessa glances at her watch excitedly.

"What alien do you think I should use?" Vanessa asked while activating her Zennatrix as she scrolled through the icons as Zeda beeped.

"I think this one will suffice," Zeda says, selecting an alien as Vanessa nodded and slammed down on her watch as she transforms into...

**"Sound Wave!"** Vanessa yelled while duplicating up to 6 as Sound Wave Prime looks at her clones approvingly.

"Okay." Sound Wave 1 says.

"I." Sound Wave 2 says.

"Can." Sound Wave 3 says.

"Work." Sound Wave 4 says.

"With." Sound Wave 5 says.

"This." Sound Wave 6 says as everyone ran out of the building and reached the parking lot from where the DNAliens were extracting the Xenocyte eggs. Powering up, Gwen threw out her hand as she blasted a wave of pink mana at a truck, and it blew up. Surprised, the DNAliens turned around and saw Alien Force glaring down at them with dramatic poses.

"Nice one." Kevin complimented Gwen as the horde of DNAliens snarled and spit at them. Ben reacted quickly and used Goop's elastic body to expand around his team as he protected them from the disgusting attack.

"Ugh, okay, Omi, any ideas?" Goop asked as Omni beeped.

_"Yeah, I got one. Tell Gwen to put up a shield around our team and fly to the middle of the parking lot."_ Omni instructed as Goop nodded, although unsure of his plan as Ben turned to Gwen.

"Put up a shield," Goop ordered as Gwen nodded and put up a shield as Goop reformed his body and flew to the middle of the parking lot as he levitated in the air. "Okay, now what?"

_"Now, spin yourself around like crazy!"_

"What?!"

_"Just do it!"_ Omni yells as Goop flinches, but nodded as he shaped himself to a ball and spun around rapidly. Ben's eyes widen surprise as his goopy body was flung everywhere as it touches each of the vans and melted them down, including the Xenocyte eggs as Ben whooped in excitement.

"Omni, remember all the times I called you a stupid watch? Well, I take it all back!" Goop says as he stopped spinning, and the angry DNAliens blasted him with goo. But Goop melted them down with some well-placed acid goo shots as he flew towards them and knocked them all down with an elastic bitch slap.

All of the Sound Waves jumped onto the ground as they separated and reared back their heads as they then let out giant sonic screams that destroyed the remaining trucks and Xenocyte eggs. While also taking out a few DNAliens as Sabrina runs ahead with a crowbar in her hands as she smashed a few Xenocyte that were left behind.

"Leave our planet alone, you meanies!" Sabrina yelled before flinching as a horde of DNAliens surrounded her. Whimpering in fear, Sabrina was about to run away until Kevin appeared as he grabbed the crowbar in her hand and absorbed its metal as he coated himself in armor.

"First of all, you're putting too much force in your swing. A clever opponent can see that and can either make you lose your balance or steal your weapon." Kevin explained to Sabrina, who listened to him carefully as the DNAliens closed in on them. "And second, aim for their knees," Kevin says before running off to fight off the DNAliens as Sabrina looks down at her crowbar thoughtfully, and 5 DNAliens showed up as they surrounded her. But she wasn't scared anymore as she closed her eyes and swung her crowbar at a DNAliens's knees. Breaking them as the DNAlien yelled out in pain and got knocked out by Sabrina as she glared at the other scared DNAlien.

"Who else wants some!?" Sabrina asked as the DNAliens panicked and ran away as the little girl with the crowbar chased after them. Meanwhile, above her, we see Gwen floating around in her platform as she looks down at the DNAliens and glares at them hatefully as her eyes and hands glowed fiercely with mana energy.

"You kidnapped my brother...turned him to a monster...captured my grandfather and my best friend's mother...I...have... had it!" Gwen screamed in anger as she sends out a massive wave of destructive mana energy that completely wiped out all of the trucks Xenocyte eggs and the DNAliens as Alien Force stared at their teammate in shock and awe.

"...Damm." All of the Sound Wave's said in unison as they morphed back together, and changed back into Vanessa Cunningham as Goop changed back to normal as well.

"Wow," Ben says as Kevin nodded numbly.

"Yeah."

"Hi-yah!" Ken says while drop kicking a DNAlien down as everyone stared at him in surprise. "What? You don't think I learned a thing or two about my badass little sister?" Ken asked with a smirk as Gwen smiled at his compliment before gasping as a giant explosion occurred in the building.

"Grandpa Max!/Mom!" Ben and Vanessa yelled as they ran inside the building, and the others followed after them as more explosions occurred. Running back into the room they used to be in, Alien Force eyes widen in surprise as they saw the place was completely thrashed.

"Gramps has been busy," Kevin says as Sabrina looks over at the side and saw a knocked out DNAlien lying on the floor with smoke coming off of it.

"And Momma as well," Sabrina says as Ben noticed a trail of slime leading to another room.

"This way," Ben says as he and the others followed the trail and entered the room...only to stop at their tracks as their jaws dropped

"So, was I right?" Kevin asked Ben, who nodded.

"Yeah, worst field trip ever." The Omnitrix bearer says as he and the others stared at what seems to be a giant bug in disgust as it was spitting out Xenocyte eggs. Vanessa cringes at the sight as she turns her head and gasped at what she sees.

"Mom! Mr. Tennyson!" Vanessa yelled as everyone turned to where she was looking and gasped as they saw Max fighting the Highbreed with a large red pipe while Laura gave him cover with her gun. Max swiped at the Highbreed legs, but the large alien wasn't fazed by the old man's attack as he grabbed Max and lifted him into the air.

"No!" Laura shouted as she opened fire on the Highbreed, causing him to screech in pain from the energy blasts as he grew angry and swiped at her as she was sent flying to a wall. Groaning, Laura tried to sit up but fell down as Highbreed planted his leg on her back.

"Let them go!" Ken yelled bravely as Ben and Vanessa activated their watches, Kevin absorbed the floor and encased himself in metal armor, Gwen's hands glowed with mana energy and Sabrina tighten her grip on her crowbar.

"Stay back, or these two will breathe no more!" Highbreed threatens as Alien Force took a couple of steps back, but didn't let their guard down as Ben glared at him.

"Give it up, we've beaten you! Your factory is destroyed, your trucks are smashed, it's over!" Ben shouted as Highbreed chuckles sinisterly.

"Fools! More trucks can come here in a matter of hours, and my DNAlien horde is right outside, waiting for my command to attack." Highbreed says while pointing outside as Alien Force looked towards the window and their faces paled at the sight of hundreds of DNAliens ready to attack them as they were equipped with high-tech guns.

_"...Well, we're boned."_ Omni and Zeda said with a gulp as Highbreed laughed at the surprised looks on their faces before turning to Max and Laura as he grins at them smugly.

"Don't you vermins see? Your efforts to delay our plans have been futile. It ends now Plumbers, nowhere left to run." He says as Laura and Max smirked.

"Who said anything about running?" Laura asked as Max nodded.

"Yeah, chief, we were just looking for the egg machine," Max says as he pulls out his Null Void Projector from his satchel while Laura begins dissembling her gun as Highbreed eyes widen in horror.

"A Null Void Projector!? You insects think you can imprison us all!?"

"No, but without the focusing lens, this thing will do a pretty good imitation of a hand grenade. I figured it could take out half of mile." Max says as rips out the focusing lens from the Null Void Projector, causing it to let out a few sparks as electricity begins to leak out.

"And with the help of my guns fusion orb it could take out 5 extra miles," Laura says with a grin as she took out a small orb from her gun and tossed it over to Max. Who grabbed it as he planted the small orb into his device, and the Null Void Projector begins glowing as it was powering up.

"You wouldn't dare! You two would be destroyed alongside your offspring's!" Highbreed says as Max turned Gwen and the team.

"Gwen, throw an energy shield around you and the rest of the kids and hold on tight and...be a good girl." Max says as he winked at her and smiled, but she didn't return it as she and the others realized what the adults were planning to do, and needless to say, they didn't agree with it.

"Grandpa Max, no, please!" Ben says with tears appearing in his eyes as Max gave him a solemn look.

"I'm sorry, Ben. It's the only way to make sure that they don't do to the rest of the world what they did to Ken. You will have to take it from here, I know you can do it. I believe in you, in all of you." Max says as Ben felt his heartbreak into pieces and he wasn't the only one as Vanessa gave her mother a pleading look.

"No, Mom, please! You can't do this! We just got you back! I can't lose you again!" Vanessa yelled with tears running down her face as Laura gave her a crestfallen look.

"I'm sorry, my daughter, but there is no other way. I need you to help Ben and the others to stop these alien freaks from taking over the planet. I believe in you, Vanessa, as well as you, Sabrina. You two have to look for one and another while I'm away. Please behave yourselves. Oh, and girls...I love you." Laura says with tears running down her face as the Null Void Projector started glowing brighter, and a small hum was heard.

"Grandpa!"

"Mom!"

"NOOOOOOOO!" Ben and Vanessa yelled in horror as they tried to reach for their family, but Gwen stops them by putting up an energy field, just as the Null Void Projector went off as it destroyed everything in 6 and a half miles radius. After a few minutes, Gwen drops down her shield as she and the others looked across the destroyed ruins of the Hatchery with shock/sad looks on their faces as Sabrina gasped and hugged her frozen sister as she begins crying.

"That was...pretty hardcore." Kevin says quietly as Ben walked over to a numb Vanessa and placed a comforting hand on her shoulder. Vanessa's body began trembling as she teared up and crashed into Ben's chest as she cried. Ben tearfully hugged her back as they silently mourned for their grandfather and mother.

"T-They saved the whole world," Gwen says shakily as Ben nodded.

"Yeah, they did...for now. But I don't think those things are giving up anytime soon." Ben says while still consoling the crying Cunningham sisters as Gwen gave him a confused look.

"What are you saying?" Gwen asked as Vanessa sniffled and composed herself as she lets go of Ben, and stared at the crater with a serious look on her face.

"I think what he's saying is that it is up to us to protect the planet. We can't let my Mom and Mr. Tennyson's sacrifice be in vain." Vanessa says as Ben nodded.

"She's right. More of those freaks will show up and continue with their plans, so it is up to us to stop them. Are you guys in?" Ben asked while holding out his hand as he waited for everyone's response.

"Of course, I will help, Ben," Gwen says while placing her hand above his as Kevin stepped up.

"Eh, it beats sitting at home all day doing nothing," Kevin says playfully as he placed his hand over Gwen's.

"I don't how I will help, but just like Momma, I will do everything I can to protect my home," Sabrina says while placing her small hand over Gwen's as Vanessa stepped up.

"At first, I wasn't sure if I'm hero material, and I still doubt myself, but I will gladly help out as a promise to my late mother." Vanessa says while placing her hand over Sabrina's as her Zennatix and the Omnitrix beeped.

_"You have to be pretty stupid if you think we aren't going to help,"_ Omni says.

_"Yeah, let's show those bastards that they can't mess with Alien Force!"_ Zeda says excitedly as Vanessa smirked.

"Zeda's right. These alien dipsticks may outnumber us, but they better be prepared because when we fight as one, nobody can stop us!" Vanessa says with a determined look as Ben grinned.

"Alright, all together now, one...two...three!"

"Alien Force Unite!" Everyone screamed while throwing their hands into the air as Ken watched them on with a small smile on his face, and placed his hands on his pockets.

"I think you don't have anything to fear, Grandpa Max. The Earth is in good hands." Ken says while looking up as he saw two twinkles light up in the sky.

* * *

**And done! I hope you guys enjoyed the chapter, and remember to leave a review.**

**Anyway, as always, I will catch you all later.**


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